The Agreement governs your access and utilization of any websites or
mobile applications provided by Upside.The terms "you" and "your"
refer to both an individual utilizing the Services and an entity if
the Services are utilized on its behalf. The parties to this Agreement
shall collectively be referred to as the "Parties" and singularly as a
"Party." By registering an account, accepting the Agreement, or
utilizing the Services, you are agreeing to the terms set forth in
this Agreement and any future changes thereto.
Please take note that this Agreement contains a mandatory arbitration
provision, as detailed in Section 16, which requires the use of
arbitration on an individual basis to resolve disputes, instead of
jury trials or any other court proceedings, class actions or class
arbitrations.
Thank you for considering Upside. ("Upside", "we", "us", or "our") and the services we provide ("Services"). By accessing or using our Services, you agree to be bound by the following terms and conditions ("Terms"). Please read these Terms carefully before using our Services. If you do not agree to these Terms, you may not use our Services.
These Terms constitute a legally binding agreement between you and the Company. By accessing or using our Services, you confirm your acceptance of these Terms and the Privacy Policy, which is incorporated by reference into these Terms. If you do not agree to these Terms or the Privacy Policy, you may not use our Services.
Our Services are intended for use by individuals who are at least 18 years old. By accessing or using our Services, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into a binding agreement.
We reserve the right, at our sole discretion, to modify these Terms at any time. If we make any material changes to these Terms, we will provide notice of such changes, such as by sending an email notification or providing a notice through the Services. By continuing to access or use our Services after we have modified these Terms, you are indicating that you agree to be bound by the revised Terms. If you do not agree to the revised Terms, you may not use our Services.
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use our Services for your personal or internal business purposes. You may not use our Services for any other purpose without our express written consent.
You may not use our Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use of the Services. You may not attempt to gain unauthorized access to any Services, user accounts, or computer systems or networks through hacking, password mining, or any other means. You may not use any robot, spider, scraper, or other automated means to access the Services for any purpose.
The Services and all content and materials included on the Services, including but not limited to text, graphics, logos, images, and software, are the property of the Company or its licensors and are protected by copyright and trademark laws. You may not use any content or materials on the Services for any commercial purpose without the express written consent of the Company.
You may be able to post, upload, publish, submit, or transmit content or materials through the Services ("User Contributions"). By making a User Contribution, you represent and warrant that: (a) you are the sole owner of the User Contribution or have all rights, licenses, consents, and releases necessary to grant us the rights to the User Contribution as described in these Terms; (b) the User Contribution is accurate and not misleading; and (c) the use and publication of the User Contribution will not infringe or violate the rights of any third party.
We have the right, but not the obligation, to monitor, edit, or remove any User Contributions at any time and for any reason. We take no responsibility and assume no liability for any User Contributions posted, uploaded, published, submitted, or transmitted by you or any third party.
We respect the privacy of our users. Please review our Privacy Policy to understand how we collect, use, and share information about you. By accessing or using our Services, you agree to the collection, use, and sharing of your information as described in our Privacy Policy. If you do not agree with our policies and practices, do not use our Services.
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE LIABLE FOR ANY INTERRUPTIONS OR ERRORS.
IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS. OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICES.
You agree to indemnify and hold us and our affiliates, officers, agents, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Services, your violation of these Terms, or your violation of any rights of another.
These Terms and your use of the Services will be governed by and construed in accordance with the laws of the State of [STATE], without giving effect to any principles of conflicts of law. Any disputes arising out of or in connection with these Terms or the Services will be resolved through binding arbitration in accordance with the [STATE] Rules of International Arbitration.
If any provision of these Terms is found to be invalid or unenforceable, that provision will be enforced to the maximum extent possible, and the remaining provisions of these Terms will remain in full force and effect.
Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.
These Terms constitute the entire agreement between you and us and supersede any prior agreements, understandings, or arrangements, whether written or oral.
You may not assign or transfer these Terms or your rights or obligations under these Terms, in whole or in part, without our prior written consent. We may assign or transfer these Terms or our rights or obligations under these Terms, in whole or in part, without your consent.
These Terms do not create any third-party beneficiary rights.
We reserve the right to modify, suspend, or discontinue the Services at any time, for any reason, and without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.
We may terminate or suspend your access to the Services at any time, for any reason, and without notice. Upon termination, your right to use the Services will immediately cease. If you wish to terminate your account, you may do so by contacting us.
You may not use the Services for the purpose of distributing spam or other unsolicited communications. We have the right to terminate your access to the Services if you violate this provision.
All information provided on this website, including but not limited to
property information, content, articles, reviews, opinions, and
recommendations, may include contributions from third parties. While
we strive to ensure the accuracy and reliability of the information
presented, we do not guarantee the completeness, timeliness, or
suitability of any such content.
We do not endorse or make any representations about the accuracy,
reliability, or validity of any information provided by these third
parties.
Users are advised to do their own due diligence to verify all
information provided by third parties on this website. We strongly
recommend independently verifying any facts, figures, or claims before
making any decisions or taking any actions based on such
information.
We shall not be held liable for any loss, damage, or inconvenience
arising from the use of, reliance on, or interpretation of any
information provided by third parties on this website.
By using this website, you acknowledge and agree that any reliance on
information from third parties is at your own risk, and you waive any
claims against us regarding the accuracy, completeness, or reliability
of such information."