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Content Provider Terms
Gloo AI Studio - Content Distribution Platform
Content Provider Terms, v4 — January 22, 2026
Welcome to the Content Marketplace (“Marketplace”) on the Gloo AI Studio (the “Platform”). The Marketplace is an AI Studio Offering designed to help you facilitate the staging, licensing, and distribution of Your Content to third party licensees (“Licensees”). Through the Marketplace you will be able to identify Staged Content (as defined below) for licensing to Licensees, select Available License Rights (as defined below) to grant to Licensees, and enter into Usage Agreements under which you license your Staged Content to Licensees (as defined below).
These Content Provider Terms (“Content Provider Terms”) are Additional Terms applicable your access to and use of the Marketplace. These Content Provider Terms supplement and amend the Agreement you have already entered into with Gloo comprised of the Gloo Services Terms of Service (“Terms of Service”) and the AI Studio Supplemental Terms of Service (“AI Studio Supplemental Terms”). By entering into an Order for the Marketplace, or by accessing or using the Marketplace, you agree that the Agreement is supplemented and amended to include these Content Provider Terms as of the earlier of the date of that Order or whenever you first accessed or used the Marketplace.
Please read these Content Provider Terms carefully. IF YOU DO NOT AGREE TO THESE CONTENT PROVIDER TERMS, OR DO NOT MEET ALL OF THE QUALIFICATIONS IN THESE CONTENT PROVIDER TERMS OR THE AGREEMENT, YOU MAY NOT ACCESS OR USE THE MARKETPLACE.
Definitions
The terms used in these Content Provider Terms have the definitions given to them herein and in the Agreement. All other terms used in these Content Provider Terms have their plain English meaning as commonly interpreted in the United States.
Scope of Agreement
2.1. These Content Provider Terms form a part of the Agreement (as defined in the Terms of Service). The Agreement includes the Terms of Service supplemented by the AI Studio Supplemental Terms and these Content Provider Terms. The Agreement applies to your access to and use of the Platform, and the Marketplace and all other AI Studio Offerings, whether made by you directly or on your behalf. The Agreement constitutes the entire agreement between the parties with respect to the Platform, and the Marketplace and other AI Studio Offerings, and supersedes any and all written or oral prior agreements and understandings between the parties concerning the subject matter thereof.
2.2. These Content Provider Terms apply to your access to and use of the Marketplace. In the event of any conflict between these Content Provider Terms and the other terms of the Agreement, these Content Provider Terms will take precedence and control with respect to your access to and use of the Marketplace and the other terms of the Agreement will control in all other respects as to your access to and use of the Platform and all other AI Studio Offerings.
Ownership
These Content Provider Terms do not grant or provide you with any rights or interest in or to the Marketplace (or any of the other AI Studio Offerings) or any software or other technology used by Gloo or any of its providers to provide the Marketplace (or any other AI Studio Offerings), other than the limited right to access and use the Marketplace as specified in the Agreement.
Staging Content for Licensing
4.1. When Your Content is uploaded or otherwise provided to the Marketplace, whether by you or on your behalf, through any means we make available for uploading or providing Content, it becomes “Staged Content.” Your Staged Content is the Content which you may make available for licensing through the Marketplace. Your Staged Content includes all Staged Content licensed to a Licensee under any Usage Agreement (“Licensed Content”) (and all references herein to your Staged Content will include all Licensed Content). Your Staged Content also includes any Content Information uploaded or otherwise provided to the Marketplace (and all references to your Staged Content will also include all such Content Information). As used in these Content Provider Terms, “Content Information” means information regarding attributes of your Staged Content, including the title, author name(s), name(s) of persons or entities that own or have any legal or contractual interest in any particular Content (“Rightsholders”), copyright management information, thumbnail images, publication identifiers, and other attribution information.
4.2. You represent, warrant, and covenant to us throughout the term of the Agreement and the duration of each Usage Agreement that:
each copy of your Staged Content is a current, complete, accurate, and final copy of such Staged Content;
all Content Information is current, complete, and accurate, and that you will keep it current;
you solely and exclusively own all right, title and interest in and to your Staged Content, or otherwise hold or control sufficient rights in and to your Staged Content, including all copyright and other intellectual property rights, required for you to license your Staged Content in a manner consistent with all applicable Available License Rights and the terms of each Usage Agreement;
you have obtained all rights, licenses, permissions, clearances, consents, releases, and waivers necessary for you to grant the licenses and other rights granted in the Agreement and under the terms of each Usage Agreement, and to otherwise allow us to exercise all licenses and other rights granted to us under the Agreement (together, the “Clearances”), including with respect to any individuals or any material, content, or intellectual property that may be referenced, depicted, incorporated in, or otherwise comprise any of your Staged Content;
use of your Staged Content as permitted under the Agreement and any Usage Agreement will not infringe, misappropriate, or violate any third-party rights, including any intellectual property rights or rights of publicity or privacy;
you will cooperate with us to the extent necessary for us to exercise the rights and licenses granted hereunder;
neither your Staged Content nor the authorized exercise of any licenses or other rights granted hereunder or in any Usage Agreement, do or will infringe, misappropriate, or otherwise violate any rights of any third party or Rightsholders, including any copyright or other intellectual property rights or any rights of publicity or privacy;
you have not granted any rights or licenses, or entered into any other agreements, that conflict with these Content Provider Terms or the Agreement or any Usage Agreement;
there is no pending or threatened lawsuit, claim, action, or proceeding related to you or your Staged Content that may affect our or any Licensee’s ability to exercise any licenses or other rights granted hereunder or under any Usage Agreement; and
your Staged Content complies with the requirements of Gloo’s Acceptable Use Policy (AUP).
4.3. Upon Gloo’s request, you will promptly provide to us copies of any applicable documents or other information necessary to evidence your ownership or control of any of Your Content, any applicable Clearances, or any other documents or information reasonably requested by Gloo regarding any of your Staged Content or any Licensed Content.
Content Review
5.1. Gloo is not obligated to review your Staged Content and shall not be held liable for any failure to review your Staged Content. Notwithstanding the foregoing, we may in our sole and absolute discretion review any of your Staged Content for (i) compliance with the terms of the Agreement, (ii) purposes of categorizing, indexing, marketing, and providing your Staged Content to Licensee, or (iii) any other lawful business purpose.
5.2. Notwithstanding anything in the Agreement to the contrary, we retain sole and absolute discretion to determine what Content is available for license through the Marketplace and we reserve the right, in our sole and absolute discretion, to refuse or remove any of your Staged Content from the Marketplace. Gloo shall not be held liable for any refusal to accept any of your Staged Content or any removal of your Staged Content from the Marketplace.
Gloo License to Content
6.1. In addition to and without limiting any licenses or other rights in Your Content you grant in the Terms of Service, you grant to Gloo a limited, worldwide, non-exclusive, irrevocable, transferable (solely as provided herein), sublicensable right and license to Use any and all of your Staged Content for the following purposes throughout the Term:
performing Gloo’s obligations under the Agreement and delivering any Offerings that you request or obtain through the Marketplace or otherwise;
marketing, featuring, and promoting the Platform, the Marketplace, and your Staged Content;
facilitating Offers for licenses to your Staged Content with potential Licensees;
facilitating the formation of Usage Agreements between you and Licensees for the licensing of your Staged Content; and
providing and making your Licensed Content available to Licensees under applicable Usage Agreements and performing any obligations to be performed by us under any Usage Agreement.
6.2. For purposes of these Content Provider Terms, the right to “Use” will include the right to access, host, store, reproduce, distribute, analyze, index, categorize, verify, modify, translate, adapt, display, perform, demonstrate, make derivative works of, market, and promote.
6.3. Notwithstanding anything in the Agreement to the contrary, Gloo shall only license your Staged Content through Platform. Gloo may market, feature, or promote your Staged Content outside of the Platform, but Gloo will not facilitate licenses to your Staged Content other than through Usage Agreements entered into through the use of the Platform without your prior written consent, such consent not to be unreasonably withheld or delayed.
Available License Rights
7.1. Your “Available License Rights” are the rights in your Staged Content that you agree to make available to Licensees through the Marketplace. Licensees may enter into Usage Agreements to receive only the Available License Rights you have established for your Staged Content. You are responsible for establishing the Available License Rights for your Staged Content. The Available License Rights available for your Staged Content are accessible through your Account on the Platform. Certain Available License Rights selections may have default opt-in selections or opt-out selections that you may be able to change. Once you establish the Available License Rights for your Staged Content, potential Licensees may make Offers to license those Available License Rights through the Marketplace.
7.2. Any Available License Rights you establish for your Staged Content will remain in effect until you make a change to those Available License Rights through your Account on the Platform. Any changes to the Available License Rights for any of your Staged Content will be posted on the Marketplace by Gloo within one (1) business day. Changes to Available License Rights will be effective only with respect to Usage Agreements (or renewals of Usage Agreements) entered into after such change is posted on the Marketplace by Gloo. Any Usage Agreements entered into before a change in Available License Rights has been posted on the Marketplace by Gloo will not be affected by such change.
Usage Agreements
8.1. Usage Agreements are the agreements under which you license your Staged Content to Licensees through the Marketplace. Each Usage Agreement consists of (i) the Available License Rights you have selected for your Staged Content you have selected to be licensed, and (ii) additional license terms, conditions, and restrictions applied to all Content licensed through the Marketplace under a Usage Agreement (“Licensing Terms”). You may only license your Staged Content through the Marketplace pursuant to a Usage Agreement, but you are not required to enter into any Usage Agreement. You are responsible for determining whether the terms of any Usage Agreement are appropriate for you and for deciding whether to enter into each Usage Agreement for your Staged Content. You should carefully review each Usage Agreement before entering into it. If you do not desire to license your Staged Content under the terms of a proposed Usage Agreement, you should not agree to enter into such Usage Agreement.
8.2. Gloo will notify you through your Account when a potential Licensee makes an offer to license your Staged Content through the Marketplace (each, an “Offer”). You will have the ability to accept or reject each Offer you receive through your Account. IF YOU DO NOT RESPOND TO ANY OFFER THROUGH YOUR ACCOUNT WITHIN FIVE (5) BUSINESS DAYS OF GLOO NOTIFYING YOU OF THAT OFFER THROUGH YOUR ACCOUNT, YOU AGREE TO BE DEEMED TO HAVE ACCEPTED SUCH OFFER. GLOO SHALL NOT BE LIABLE TO YOU FOR YOUR DEEMED ACCEPTANCE OF ANY USAGE AGREEMENT.
8.3 When any Offer is made to license your Staged Content, and while that Offer is pending on the Marketplace, you covenant and agree that you will not negotiate or enter into any agreement or other arrangement to license or grant any rights in that Staged Content to any third party for any purpose, other than a Usage Agreement with a Licensee entered into through the Marketplace, except agreements with third parties with which you had a pre-existing relationship prior to the date of such Offer that you disclosed in writing to Gloo prior to the date of such Offer.
8.4. WHEN YOU ACCEPT AN OFFER FROM A POTENTIAL LICENSEE THROUGH YOUR ACCOUNT (WHETHER THROUGH YOUR ACTUAL ACCEPTANCE OR DEEMED ACCEPTANCE), YOU ACKNOWLEDGE AND AGREE THAT YOU ARE ENTERING INTO A USAGE AGREEMENT WITH THAT POTENTIAL LICENSEE. WHEN YOU ENTER INTO A USAGE AGREEMENT WITH A LICENSEE, YOU GRANT THAT LICENSEE THE LICENSES AND OTHER RIGHTS TO YOUR LICENSED CONTENT SPECIFIED IN THAT USAGE AGREEMENT. A copy of each Usage Agreement you enter into through the Marketplace will be available through your Account.
8.5. Gloo is not a party to any Usage Agreement and each Usage Agreement is entered into solely between you and the applicable Licensee under that Usage Agreement. Gloo may perform certain functions in support of a Usage Agreement, but Gloo is not bound or restricted by the terms of any Usage Agreement. GLOO SHALL NOT BE LIABLE TO YOU OR ANY LICENSEE UNDER ANY USAGE AGREEMENT, INCLUDING FOR ANY BREACH OF ANY USAGE AGREEMENT OR ANY DISPUTE THAT ARISES UNDER OR AS A RESULT OF ANY USAGE AGREEMENT.
8.6 All information provided by or on behalf of Gloo relating to any Usage Agreement, including the Licensing Terms and all Available License Rights, is for informational purposes only and should not be construed as legal or any other kind of professional advice. You should not take or refrain from taking any action (including entering into any Usage Agreement) in reliance on any information contained in these Content Provider Terms or otherwise provided by Gloo. Before you enter into any Usage Agreement or make any legal or other decisions involving the Marketplace or your Staged Content, you should seek independent professional advice from persons licensed and qualified in the area for which such advice would be appropriate.
8.7. Usage Agreements do not require any Licensee to use your Licensed Content and Gloo makes no representations, warranties, guarantees, or promises as to whether any Licensee will exercise its rights to use any of your Licensed Content. However, you must maintain your Licensed Content on the Marketplace as required for Gloo to make that Licensed Content available to Licensees under the terms of each applicable Usage Agreement. You agree that any removal of your Licensed Content from the Marketplace may limit Gloo’s ability to provide that Licensed Content to Licensees and result in a breach under applicable Usage Agreements. Removal of your Licensed Content or other Staged Content from the Marketplace may also limit Gloo’s ability to provide you with other Offerings and services through the Platform. Gloo shall not be responsible or liable for or in connection with any Staged Content you remove from the Marketplace or any inability or failure of Gloo to provide any Offering or other services or fulfill any other obligation due to any such removal of any Staged Content from the Marketplace.
8.8. Gloo may make changes to the Available License Rights or Licensing Terms at any time in its sole and absolute discretion. Changes to the Available License Rights or Licensing Terms are not retroactive and will apply only to new Usage Agreements (and renewals of existing Usage Agreements) entered into following the change. You accept any changes to the Available License Rights or Licensing Terms by entering into new Usage Agreements or renewing existing Usage Agreements after such change has been made and posted to the Marketplace.
9.9. Enforcement of any Usage Agreement is strictly your responsibility. You will notify us if you believe that a Licensee is in breach of any Usage Agreement or is otherwise infringing upon the intellectual property rights in any of your Licensed Content. We will use commercially reasonable efforts to notify you if we become aware that a Licensee has materially breached the terms of any Usage Agreement relating to your Licensed Content. If you request, we will also take commercially reasonable steps to assist you in addressing any material breach by a Licensee of any Usage Agreement you have entered into that Licensee. However, even with these efforts, we do not and cannot control Licensees or enforce any Usage Agreement and we are not responsible or liable for any actual or alleged breach or default by a Licensee or by you under any Usage Agreement or for any steps taken to address any of the same.
Publicity Rights
In addition to and without limiting any of Gloo’s rights under the Terms of Service, you grant Gloo a worldwide, non-exclusive, royalty-free, license to use your Marks throughout the term of the Agreement, solely for the purposes of marketing, featuring, and promoting the Platform, the Marketplace, and your Staged Content and for performing our other obligations to you and other Users of the Platform.
Disclaimers
In addition to and without limiting any disclaimers and limitations of liability in the Terms of Service:
(1) THE PLATFORM AND THE MARKETPLACE AND OTHER AI STUDIO OFFERINGS, AS WELL AS THE LICENSING TERMS, AVAILABLE LICENSE RIGHTS, AND OTHER TERMS OF ANY USAGE AGREEMENT, ARE PROVIDED BY GLOO "AS IS" AND "AS AVAILABLE," WITHOUT ANY REPRESENTATIONS, WARRANTIES, OR COVENANTS.
(2) GLOO EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE AGREEMENT, THE PLATFORM AND THE MARKETPLACE AND OTHER AI STUDIO OFFERINGS, AND ALL OTHER OBLIGATIONS OF GLOO HEREUNDER, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
(3) 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 THE AGREEMENT.
(4) GLOO WILL NOT BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR CLAIMS RELATED TO ANY CONTENT (INCLUDING YOUR STAGED CONTENT OR LICENSED CONTENT), HOWEVER SUCH CLAIMS MAY ARISE.
(5) THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SET FORTH IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Gloo does not disclaim any warranty or other rights that Gloo is prohibited from disclaiming under applicable law.
Rights and Obligations
11.1. We are not responsible for your Staged Content. You are solely responsible for your Staged Content and for any errors or omissions in your Staged Content.
11.2 You are solely responsible for managing your Staged Content on the Marketplace through your Account on the Platform, including managing any notices and communications you receive relating to your Staged Content.
11.3. You are solely responsible for your selection of any Available License Rights and for making any changes to any applicable Available License Rights.
11.3. You are solely responsible for making any changes to the status of your Staged Content or removing any of your Staged Content from the Marketplace. Unless removed by Gloo as permitted by these Content Provider Terms, your Staged Content will remain available on the Marketplace for licensing to Licensees unless or until you make changes to the status of your Staged Content or remove it from the Marketplace through your Account on the Platform.
11.4 You will make any changes to the Available License Rights applicable to your Staged Content (or, as applicable, remove your Staged Content from the Marketplace) as necessary to reflect any changes in the Clearances applicable to your Staged Content.
11.5 You acknowledge and agree that any removal of any of your Licensed Content may prevent Gloo from making that Licensed Content available to Licensees under applicable Usage Agreements and limit Gloo’s ability to provide you with the Offerings you have requested or contracted for from Gloo. You agree that Gloo may delay implementing any change you make to the status of any of your Licensed Content or any removal of any of your Licensed Content from the Marketplace as necessary to enable Gloo to make that Licensed Content available under the terms of any applicable Usage Agreement or as necessary to otherwise provide any Offerings to you.
11.6 You will ensure that all your Licensed Content remains available through the Marketplace as necessary for you to comply with the terms of each applicable Usage Agreement.
11.7 We do not have or obtain through these Content Provider Terms any right or authority to enforce your rights under any Usage Agreement or any intellectual property rights in or relating to your Staged Content against any Licensee or other third party and we do not assume any obligation to do so, whether under these Content Provider Terms or otherwise. You are solely responsible for enforcement of each Usage Agreement and all intellectual property rights in or relating to your Licensed Content and for otherwise taking any action or seeking the relief you may deem appropriate under any Usage Agreement or with respect to any such intellectual property rights.
Royalties and Fees
12.1. Any royalties payable to you by the Licensee under any Usage Agreement (“Royalties”) shall be established in the applicable Usage Agreement and calculated in accordance with the formula provided therein. Information regarding Royalties will be made available to you through your Account on the Platform.
12.2. In consideration for Gloo providing the Marketplace and performing its other obligations to you hereunder, you agree to pay Gloo the applicable fees set forth in your Account or listed on our pricing page on the Marketplace (the “Fees”) as specified herein.
12.3. Gloo reserves the right in its sole and absolute discretion to change the Fees at any time. We will notify you of any such change as permitted under the Agreement. Any change to the Fees will be effective as of the date specified by Gloo. Changes to the Fees are not retroactive. Any change to the Fees will only apply prospectively from the effective date of such change and will not reduce or increase any Fees before the change becomes effective. You accept any change to the Fees continuing use of the Marketplace after the effective date of the change.
12.4. Unless you and Gloo agree otherwise in writing, each Usage Agreement will require that all Royalties under the Usage Agreement are payable to and collected by Gloo on your behalf. Following receipt of any Royalties under a Usage Agreement, we will deduct all Fees from the applicable Net Licensing Revenue and allocate and pay to you any remaining portion of such Net Licensing Revenue (your “Revenue Share”). If the Net License Revenue under any Usage Agreement is insufficient to cover our Fees under that Usage Agreement, we reserve the right to deduct our Fees from the Net Licensing Revenue under any of your other Usage Agreements. We will not be required to pay you a Revenue Share until all of our Fees have been satisfied.
12.5. You are solely responsible for ensuring that any and all Rightsholders are paid out of your Revenue Share. For purposes of these Content Provider Terms, “Net Licensing Revenue” means the total amounts actually received by Gloo through the Marketplace for the licensing or use of your Content under these Terms or an applicable Usage Agreement, minus: (a) any taxes, duties, or government levies that we are required to collect or pay (for example, VAT or sales tax if applicable), (b) any payment processing or banking fees (e.g. credit card processing fees, wire fees) directly related to the payment received by Gloo, (c) any refunds or chargebacks issued (e.g., if a transaction is reversed or a payor is credited back for an error), and (d) any amounts that could not be collected from the payor (e.g., bad debt) or any costs incurred in collecting any amounts due.
12.6. The Revenue Share payable to you across all of your Usage Agreements will be aggregated in your Account dashboard where you can review earnings reports. We will make available reporting that shows how your Revenue Share was calculated (for instance, how many API calls or training instances involved your Licensed Content, the revenue associated, and the split) and from which applicable Licensees your Revenue Share originated.
12.7. The Revenue Share payable to you will be paid out following the end of each calendar quarter. After the end of each calendar quarter, we will calculate the total Revenue Share payable to you during that quarter. If you are due a Revenue Share, we will then initiate payment to you within thirty (30) days after quarter-end. Gloo reserves the right in its sole and absolute discretion to change the schedule for the payment of your Revenue Share at any time. We will notify you of any such change. Any such change will be effective as of the date specified by Gloo.
12.8. Revenue Share payments will be made via the payment method you designate in your Account. You are responsible for providing accurate payment details in your Account and keeping that information updated. We are not responsible for Revenue Share payments sent to an outdated or incorrect account due to your failure to update payment details. If a Revenue Share payment fails due to incorrect information, we will hold the funds and attempt to contact you for corrected details, and we will attempt to resend once corrected. We may charge fees, or delays may occur, for failed payment attempts, so please keep your payment details up to date.
12.9. We may, at our discretion, impose a minimum payout threshold on Revenue Share payments. For example, we might stipulate that we only process a payment of your Revenue Share if the amount due is at least $50 (any lesser amount would roll over to the next quarter until the minimum is reached). If the Agreement terminates and you have a remaining Revenue Share balance due that is below the threshold, we will still pay it out to you at that time.
12.10. The Royalties accepted from Licensees on your behalf are gross amounts from which we may be required to withhold taxes if required by law (for example, if you are in a different country that requires withholding on such payments). You are responsible for your own tax reporting and payment obligations on the Revenue Share income you receive through the Marketplace. We will provide you with necessary tax forms or reporting (like a 1099 form in the U.S. if required) if you earn at or above the reportable threshold. You agree to provide us with any necessary tax identification information (like a W-9 or W-8BEN form) so we can comply with all applicable tax laws. If you fail to provide required tax information, we may withhold payout of Revenue Share payments until such information is provided or we will deduct from any Revenue Share payments backup withholding as permitted by applicable law.
12.11. We may use third-party payment processors to remit Revenue Share payments to you. While we cover the basic transaction fee on our side, any fees charged by your bank or intermediary are your responsibility. You are responsible for checking with your payment provider to confirm whether receiving a Revenue Share payment incurs a fee.
12.12. By default, all monetary amounts, including the Revenue Share and Fees, are calculated and paid in U.S. Dollars (USD).
12.13. If we discover an error in the calculation or payout of the Revenue Share (e.g., an accounting mistake or a Licensee underpayment), we reserve the right to correct it. This might involve adjusting a future Revenue Share payout to add an underpayment or subtract an overpayment. We will notify you of any significant correction. We will ensure that any underpayment is corrected within a reasonable time.
12.14. If the Agreement is terminated or if your Account or use of the Marketplace is suspended or limited, we will still pay out any Revenue Share you are due, except as otherwise prohibited by applicable law. Notwithstanding anything in the Agreement to the contrary, we may, in our sole and absolute discretion, hold a final Revenue Share payment for a short period after termination to ensure all transactions (e.g., refunds or adjustments) are accounted for, then remit the final balance to you.
12.15. Notwithstanding anything in the Agreement to the contrary, any Revenue Share is only payable by Gloo on amounts actually collected by Gloo from applicable Licensees for the license and/or use (as applicable in the pricing structure) of your Licensed Content under Usage Agreements entered into through the Marketplace.
Term & Termination
13.1. Unless otherwise specified in an Order you enter into for the Marketplace, your access to the Marketplace is provided on a subscription basis for an initial term of 12 months. Each term will automatically renew for additional 12-month renewal periods, unless either party provides notice of non-renewal to the other party at least 30 days prior to the end of the applicable term.
13.2. Any Order you enter into for the Marketplace, and your right to access to and use of the Marketplace, is subject to termination as specified in the Terms of Service.
13.3. In addition to and without limiting any other rights and obligations under the Terms of Service applicable on termination or non-renewal of an Order, upon any termination or non-renewal of any Order for the Marketplace: (i) Gloo will cease to feature, market, or promote your Staged Content through the Marketplace (and in any other manner); (ii) you will not be permitted to upload or otherwise provide new Content to the Marketplace or remove any of your Licensed Content from the Marketplace (except as expressly permitted herein); (iii) you will not be permitted to enter into new Usage Agreements or renew any then-existing Usage Agreements; and (iv) your access to and use of the Marketplace may be suspended or restricted by Gloo in its sole and absolute discretion.
13.4. Except as may be expressly specified in an applicable Usage Agreement, termination or non-renewal of any Order for the Marketplace will not terminate or otherwise affect any Usage Agreement you have entered into with any Licensee through the Marketplace before such termination or non-renewal and any such Usage Agreements shall remain in effect under the terms thereof, notwithstanding any termination or non-renewal of such Order. Except as otherwise prohibited by applicable law, subject to your continued compliance with the terms of the Agreement and any such Usage Agreement, you will be entitled to continue to receive Revenue Share payments based on any Net Licensing Revenue paid to Gloo under each such Usage Agreement through the effective date of any termination or non-renewal of the Usage Agreement and we will continue to be entitled to Fees based on all such Net Licensing Revenue. In addition, for purposes of clarity, all licenses and other rights granted to Gloo hereunder which are necessary for Gloo to provide or otherwise make available your Licensed Content to Licensees under any such Usage Agreement will remain in effect for the duration of such Usage Agreement. For clarity, the applicable terms of these Content Provider Terms and the Agreement shall continue and remain in effect for the duration of any such Usage Agreement (and any such licenses and other rights granted to Gloo) notwithstanding any such termination or non-renewal.
13.5. Upon any termination or non-renewal of any Order for the Marketplace, Gloo may retain a copy of your Staged Content and Licensed Content, together with all other information stored in or associated with your Account on the Platform, for a reasonable period of time for our legal, compliance, and record-keeping purposes (for any inadvertent retention beyond a reasonable period of time, the sole remedy shall be removal of such Content). Upon the expiration of such period, Gloo shall delete all such Staged Content and Licensed Content and related Information.
13.6. Termination or non-renewal of any Order for the Marketplace will be without limitation to any other rights or remedies the parties may have at law or in equity.
13.7. The following Sections of these Content Provider Terms shall survive termination or non-renewal hereof for any reason: 3, 6, 9, 10, 11, 12, 13, 15, 16, 17, and 18.
Suspension
In addition to and without limiting any of Gloo’s rights of suspension and termination under the Terms of Service, Gloo may suspend, limit, or terminate your use of the Marketplace if Gloo is required to do so to enforce its applicable policies or by applicable laws or regulations (including any changes to applicable laws or regulations).
Indemnification
15.1. In addition to (and without limiting) any indemnification obligation set forth in the Terms of Service, you agree to indemnify, defend, and hold harmless Gloo, its affiliates, and each of its and their respective officers, directors, owners, employees, contractors, agents, representatives, successors and assigns (collectively, the “Gloo Parties” and each, a “Gloo Party”) from and against any and all Claims, and all Liabilities arising out of or in connection with Claims, that result from or arise in any manner out of:
any breach or alleged breach of these Content Provider Terms by you or your Users;
any Usage Agreement, including any breach thereof or disputes thereunder;
any of Your Content, including any of your Staged Content or Licensed Content, or any disputes relating to or involving Your Content or any actions taken by you or on your behalf with regarding Your Content; or
any disputes between or involving you and (a) any other Rightsholders, (b) any Licensee or potential Licensee, or (c) any other customer of the Platform or the Marketplace or other AI Studio Offerings.
15.2. You agree that we shall have the right, but not the obligation, to control the defense and settlement of any Claims (without limiting your indemnification obligations with respect to that Claim). You will cooperate with us, at your own expense, in defending and settling such Claims. You may not settle or otherwise dispose of any Claims for which you are required to provide indemnification without our prior written consent.
Limitation of Liability
16.1. EXCEPT IN THE CASE OF GLOO’S OR ANY GLOO PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, THE ENTIRE LIABILITY OF GLOO AND GLOO PARTIES FOR ALL CLAIMS AND LIABILITIES RELATED TO THESE CONTENT PROVIDER TERMS OR THE MARKETPLACE WILL NOT EXCEED THE AMOUNT OF ANY ACTUAL DIRECT DAMAGES UP TO THE AMOUNTS PAID TO YOU UNDER THE AGREEMENT IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENTS INITIALLY GIVING RISE TO SUCH CLAIM.
16.2. EXCEPT IN THE CASE OF GLOO’S OR ANY GLOO PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, UNDER NO CIRCUMSTANCES WILL GLOO OR ANY GLOO PARTIES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING ANY LOST REVENUE, PROFITS, BUSINESS, DATA, VALUE, GOODWILL, OR SAVINGS.
16.3. THESE LIMITATIONS DO NOT APPLY TO DAMAGES THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.
Confidentiality
For purposes of clarity, when Content becomes Staged Content or Licensed Content, any disclosure of such Content by or on behalf of Gloo in accordance with these Content Provider Terms shall not be a breach of the confidentiality and non-disclosure provisions of the Agreement.
Acceptable Use Policy
In addition to and without limiting any policies applicable under the Agreement, all access to and use of the Platform and Marketplace and all AI Studio Offerings is also subject to the Gloo Services Acceptable Use Policy (AUP). In addition to the terms of the Agreement, you agree that you will access and use the Platform and Marketplace and all AI Studio Offerings only in accordance with the AUP.
Last revised: January 22, 2026