1. Introduction: Your Agreement to these Terms of Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A BINDING CONTRACT. Welcome to the services operated by Uplyft consisting of the website available at http://uplyft., and any other products or services offered by Uplyft Services. The Terms of Service apply whether you are a user that registers an account with the Uplyft Services or an unregistered user. You agree that by clicking “Register” or otherwise accessing or using the Uplyft Services, you are entering into a legally binding agreement between you and Uplyft regarding your use of the Uplyft Services. You acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, do not access or otherwise use any of the Uplyft Services.
2. Use of Uplyft by Persons under age 21
The Uplyft Services are not available to persons under the age of 21. The Uplyft Services are also not available to any users previously removed from the Uplyft Services by Uplyft. Finally, the Uplyft Services are not available to any persons barred from receiving them under the laws of the United States or any other applicable jurisdiction. BY ACCESSING OR USING THE Uplyft SERVICES, YOU REPRESENT THAT YOU ARE AT LEAST 21 YEARS OF AGE.
4. Account and Password
In order to open an account, you will be asked to provide us with certain information such as an account email and password.You are solely responsible for maintaining the confidentiality of your account and password, for restricting access to your computer, and for all activities that occur under your account or password. Please make sure the information you provide to Uplyft upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.Unless expressly permitted in writing by Uplyft, you may not sell, rent, lease, share or provide access to your account to anyone else, including without limitation charging anyone for access to administrative rights on your account. Uplyft reserves all available legal rights and remedies to prevent unauthorized use of the Uplyft Services, including, but not limited to, technological barriers, IP mapping, and, in serious cases, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.If you have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account, password, or any credit, debit or charge card), immediately notify Uplyft at email@example.com.
5. Use of Devices and Services
Access to the Uplyft Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing the Uplyft Services.
6. Modification of these Terms of Service
Uplyft reserves the right to change these Terms of Service at any time at our discretion. We will give you notice of the changes by posting an updated version of these Terms of Service online, updating the "Last Update" date above, or by emailing you at an email address you have provided. Changes to these Terms of Service will be effective as of the date we post them or otherwise notify you of them, unless we specify a different effective date when we make a particular change. Your continued use of the Uplyft Services after changes to these Terms of Service take effect will constitute your acceptance of the changes. If you do not agree to a change, you must stop using the Uplyft Services.
The Uplyft Services are owned and operated by Uplyft. Unless otherwise indicated, all content, information, and other materials on the Uplyft Services, including, without limitation, Uplyft’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files and the selection and arrangement thereof (collectively, the "Materials") are protected by relevant intellectual property and proprietary rights and laws. All Materials contained on the Uplyft Services are the property of Uplyft or its subsidiaries or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by Uplyft, by agreeing to these Terms of Service you are granted a limited, revocable, non-sublicensable license to access and use the Uplyft Services for your own personal, non-commercial use (i.e. a personal and limited right). Uplyft may revoke and/or terminate the foregoing license with respect to any aspect of the Uplyft Services at any time, for any or no reason. Uplyft reserves all rights not expressly granted in these Terms of Service. This license is subject to these Terms of Service and does not permit you to engage in any of the following: (a) resale or commercial use of the Uplyft Services or the Materials; (b) distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of the Uplyft Services or the Materials, or any portion of them; (d) copy, store, edit, change, exploit, download or alter in any way any of the content made available through the Uplyft Services; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (except page caching) of any portion of the Uplyft Services, the Materials, or any information contained in them, except as expressly permitted on the Uplyft Services; (g) circumvent any technological measures employed by or on behalf of Uplyft to protect the Uplyft Services; or (h) any use of the Uplyft Services or the Materials except for their intended purposes. Any use of the Uplyft Services or the Materials except as specifically authorized in these Terms of Service, without the prior written permission of Uplyft, is strictly prohibited and may violate intellectual property rights or other laws. Unless explicitly stated in these Terms of Service, nothing in them shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication or other legal principles. Uplyft can terminate this license at any time, without notice.
8. Communication Preferences and Consent
From time to time we may send you communications to the email address associated with your account. These communications may include, but are not limited to, tips and product recommendations, special offers, and other account-related or transactional messages. By accepting this Agreement and using the Uplyft Services, you expressly consent to the receipt of all such communications from or on behalf of Uplyft.
Uplyft, the Uplyft logos, and any other product or service name, logo, or slogan used by Uplyft, and the look and feel of the Uplyft Services, including all page headers, custom graphics, button icons and scripts, are trademarks or trade dress of Uplyft, and may not be used in whole or in part in connection with any product or service that is not Uplyft’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Uplyft, without our prior written permission. Any use of these trademarks must be in accordance with any guidelines that Uplyft may provide you from time to time. All other trademarks referenced in the Uplyft Services are the property of their respective owners. Reference on the Uplyft Services to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by us or any other affiliation.
Uplyft reserves the right, without notice and in our sole discretion, to terminate your license to use the Uplyft Services, and to block or prevent your future access to and use of the Uplyft Services. This includes the ability to terminate or to suspend your access to any purchased products or services. Your only remedy with respect to any dissatisfaction with (i) the Uplyft Services, (ii) any term of these Terms of Service, (iii) any policy or practice of Uplyft in operating the Uplyft Services, or (iv) any content or information transmitted through the Uplyft Services, is to terminate your account and to discontinue use of any and all parts of the Uplyft Services.
You agree to indemnify, defend, and hold harmless Uplyft, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Uplyft Services, any Content you post, store or otherwise transmit in or through the Uplyft Services, your violation of the rights of any third party, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. Uplyft reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Uplyft, and you agree to cooperate with Uplyft’s defense of these claims. Uplyft will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
b. Disclaimers; No Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE Uplyft SERVICES AND THE CONTENT AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY Uplyft; (B) Uplyft, AND ITS AFFILIATES, PARTNERS, AND SUPPLIERS (“Uplyft PARTIES") DISCLAIM ALL OTHER WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE Uplyft SERVICES, INCLUDING ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN; (C) Uplyft DOES NOT REPRESENT OR WARRANT THAT CONTENT OR MATERIALS ON THE Uplyft SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE; (D) Uplyft IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO TEXT OR PHOTOGRAPHY; AND (E) WHILE Uplyft ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE Uplyft SERVICES SAFE, Uplyft CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE Uplyft SERVICES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Uplyft OR THROUGH THE Uplyft SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION 15, THE TERM “Uplyft” INCLUDES Uplyft’S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS AND SUBCONTRACTORS.
c. Limitation of Liability and Damage
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL Uplyft OR THE Uplyft PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE Uplyft SERVICES, THE CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM Uplyft, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO Uplyft’S RECORDS, PRODUCTS OR SERVICES; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF Uplyft, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE Uplyft SERVICES EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE Uplyft SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
12. Applicable Law and Venue
PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH Uplyft AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM Uplyft.You and Uplyft agree to arbitrate any dispute arising from these Terms of Service or your use of the Uplyft Services, except that you and Uplyft are not required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and Uplyft agree that you will notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Uplyft shall be emailed to firstname.lastname@example.org. You and Uplyft further agree: to attempt informal resolution prior to any demand for arbitration; that any arbitration will occur in Los Angeles County, California; that arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS; and that the state or federal courts in Los Angeles County, California have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by this Agreement and the laws of the State of California and applicable United States law, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and Uplyft both agree that each may only bring a Claim against the other in an individual capacity, and not as a plaintiff or class member in any purported class action or other representative proceeding. Further, unless you and Uplyft agree otherwise, no judge or arbitrator may consolidate more than one person's Claims or otherwise preside over any form of representative or class proceeding.
If we fail to exercise or enforce any right or provision of these Terms of Service, it will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the relevant party.
If any provision of these Terms of Service is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms of Service to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Uplyft without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.
d. Entire Agreement
YOU AND Uplyft AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE Uplyft SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
14. Questions Regarding this Agreement
If you have any questions regarding this Agreement, you may contact Uplyft at email@example.com