Terms and Conditions for Shop for Schools Participation

By participating in the Red Balloon Shop for Schools program (the “Program”), you are consenting to the following rules:

1. Payments to School.  The Red Balloon Co., in its sole discretion, will calculate the amount your school is entitled to receive under the Program.  The amount your school will receive will be adjusted for refunds, discounts, rebates and other factors as determined by The Red Balloon Co.  Payments made to your school under the Program will not be tax-deductible by customers of The Red Balloon Co.

2. Trademarks, Copyrights and Other Intellectual Property Matters.  During the Program, The Red Balloon Co. and your school will have the right to indicate to the public that your school is an authorized participant in the Program and in that connection therewith may use the trademarks and trade names (“Marks”) of the other party.  All representations of Red Balloon Co. Marks you use must be an exact copy of those used by The Red Balloon Co. or must first be submitted to The Red Balloon Co. for approval.  You must not use the Red Balloon Co. Marks in any manner that would be inconsistent with or damaging to our name or reputation and must cease using all Red Balloon Co. Marks upon request or upon termination of the Program or your participation in the Program.  All submissions and all comments, testimonials, suggestions, ideas, notes, drawings, photographs,
concepts, or other information disclosed or offered to the Red Balloon Co. will be deemed to be non-confidential and will be and remain the property of the Red Balloon Co. and will not be returned.  Further, the Red Balloon Co. will be free to use, without any additional compensation, any of the foregoing for any purpose, including, but not limited to, for publication or developing and marketing products and services.

3. No Warranties; Exculpation.  The Red Balloon Co. makes no representations or warranties, express, implied, statutory or otherwise, with respect to the Program or as to any matter whatsoever, and disclaims all warranties of merchantability, satisfactory quality, fitness for a particular purpose or non-infringement. The Red Balloon Co. will not be liable for any damages whatsoever, including, without limitation, direct or indirect damages, incidental, special or consequential damages, loss of profits or revenue, interruption of business, in any way arising out of or related to the Program, regardless of the form of action, whether in contract, tort (including negligence), strict product liability or otherwise, even if The Red Balloon Co. has been advised of the possibility of such damages.

4. Termination of Program; Other Program Rules.  The Red Balloon Co. reserves the right to
cancel or alter the terms of the Program at any time and without advance notice.  The Program is void wherever prohibited, and subject to all applicable federal, state and local laws.  You may not assign your right to participate in or receive funds under the Program.  The Program and these rules will be governed by the laws of the State of Illinois and any disputes arising out of the Program will be held in a court of competent jurisdiction located in Chicago, Illinois.  All decisions as to the amounts of contributions to your school, the duration of the Program
and all other matters related to the Program will be made by The Red Balloon Co. in its sole discretion and are final and binding.