Upways Terms of Service

GENERAL INFORMATION
Upways is an accountability partnership as a service. At its core, it is people helping people, checking in on them in recurring intervals and holding them accountable to get things done, change habits, and take action in their lives to achieve what they are after. We are the execution experts and productivity partners - the “get it done” layer of the modern day people economy. We all have experts in our lives - the brains of the operation: life coaches, personal trainers, dieticians, etc. who provide us with the expert plan, but can disappear when it comes time to make sure you are taking action on a day-to-day basis. Upways success partners are the accountability layer that complement these action plans, making sure that you are either getting things done, or keeping you honest with yourself by tracking why things are not getting done. We accomplish this by providing recurring check-ins on goals, progress, issues encountered, and next steps for the next check-in. The service launched in the beginning of June with our v0 product offering, described below.

The www.upways.co (referred to herein as "Website") and the products and services associated and offered are not intended to be a substitute for professional advice, diagnosis, treatment, medical treatment, psychotherapy, counseling, or any mental health services. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding any mental health symptom or medical condition. Never disregard professional psychological or medical advice or delay in seeking it because of something you have read on the Website.

Please call 911 immediately if you believe that you or someone you know will harm themselves.

OTHER RESOURCES
National Suicide Prevention Lifeline (1-800-273-8255)
National Domestic Violence Hotline (1-800-799-7233)
National Sexual Assault Hotline (1-800-656-4673)

These terms and conditions govern your use of the Website and the Upways services. By using the Website, you accept these terms and conditions in full and without reservation. If you disagree with these terms and conditions or any part of these terms and conditions, you must not use the Website.

You must be at least 18 years of age to use the Website. By using the Website and by agreeing to these terms and conditions, you warrant and represent that you are at least 18 years of age.

The information contained in the Website is for general information purposes only. The terms "Upways", "us", "we", and "I" refer to Healthy Life Mindset, a Montana sole-proprietorship, Upways and their owners, officers, directors, employees, contractors, representatives or affiliates. The term "you" refers to the user, or viewer of the Website. While we endeavor to keep the information up to date and correct, we make no representations or warranties of any kind, express or implied, regarding the accuracy, reliability, completeness availability or suitability with respect to the Website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.

CONFIDENTIALITY
By using this Website and providing your personal information to us you are consenting to us disclosing your personal and/or confidential information to our employees, contractors or affiliates to the extent necessary to provide the services or products requested by you. We will not knowingly or intentionally disclose your confidential information without your consent. Confidential  Information does not include information that: (a) was in the our possession prior to its being furnished by you; (b) is generally known to the public; (c) is obtained by us from a third party, without breach of any obligation to you; (d) is independently developed by us without use of or reference to your confidential information; or (e) we are required by statute, lawfully issued subpoena, or by court order to disclose; (f) we reasonably believe to be an imminent or likely risk of danger or harm to you or others; and (g) involves illegal activity.

NOTICE REGARDING LICENSING
The information contained in or made available through the website and in the associated products, and services, including but not limited to information contained on the Website blogs, vlogs, videos, books, comment section, and other written or audio-visual materials, as well as information imparted during your accountability partnership sessions, cannot replace or substitute for the services of trained and licensed professionals in any field, including, but not limited to: financial, medical, psychological, or legal matters.

By accessing the Website and/or using our products and services you affirm and acknowledge that our services are not forms of or substitutes for counseling, psychotherapy, mental health care or other medical or health care intervention of any kind. Upways is NOT a licensed professional in any of these area.

Our Accountability Partnership is not a licensed activity in the State of Texas or any other jurisdiction within North America at the time of this writing. If you are currently under the care of a medical or mental health professional, it is your responsibility to consult with that person regarding the advisability of working with an accountability partner. If at any time you feel the need for professional counseling, you agree to promptly seek the assistance of a licensed professional.

In addition, participating in our services may entail risks associated with a challenging program of personal growth and development, including risks of mental or emotional upset, as well as risks that may not be foreseeable when you begin an accountability partnership program. By participating in an accountability partnership, you freely and voluntarily assume all such risks and you acknowledge and agree that you are responsible and accountable for your decisions, actions and the results of those decisions and actions and you agree not to attempt to hold the Upways liable for any such decisions, actions or results, at any time, under any circumstance in perpetuity.

Any advice, services or tools provided are suggestions only with no guarantees of any particular or specific outcome. You are responsible for your own individual actions and their corresponding results. All statements on the Website are for educational or occasional entertainment purposes and are always opinions only, not guarantees that you will achieve any particular or specific result. Results will vary by individual.

Upways makes no representations or warranties concerning any action, plan, suggestion or outcome. We will not be liable for any direct, indirect, consequential, exemplary or other damages that may result, including but not limited to injury, financial loss, illness or death. By the use of the Website, products and services, you agree to not in any way attempt to hold us liable for any such actions, decisions or results, at any time, under any circumstance, now or in the foreseeable future.

YOUR OBLIGATIONS AND DUTIES
As a condition of your use of the Website, you warrant that you will not use the Website for any purpose that is unlawful or prohibited by these terms and conditions. Specifically you warranty that:

You will comply with all applicable laws, including, but not limited to, privacy laws, intellectual property laws, export control laws, regulatory requirements, etc.

You will use the website in a professional manner, and you may not use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party's use and enjoyment of the Website.

You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided through the Website.

You will not use any robot, spider, other automatic device, or manual process to monitor or copy the Website or the contents or information contained therein without our prior express written consent.

You agree that you will not use any device, software, or routine to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted through the Website.

The information you provide to us (i) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or information; and (ii) shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers.

You agree that you will not copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for any information in which you have an ownership interest) from the Website without our prior express written consent or that of the appropriate third party.

You may not print, download, and/or use the underlying HTML, text, audio clips, video clips, and other content that is made available to you on this Website for anything other than your personal information.

In the event you gain access to information or material not intended to be accessed by you, you agree that you will immediately notify us and destroy all copies of such information in your possession and not forward such information to any third parties. For this notice we may be contacted at hello@upways.co.

THIRD PARTY LINKS AND INFORMATION
We may provide links to third-party integrations. We have no control over the nature, content and availability of those sites. The inclusion of any links does not necessarily imply a recommendation or endorse the views expressed within them. Third-party integrations are web sites or platforms that synchronize with our Website to provide you with additional functionality, tools, or services such as processing payments, sending newsletters, or providing translations.

You acknowledge and agree we are not responsible for the availability of such sites or resources and do not endorse and are not responsible or liable for any content, advertising, goods, services, or other materials on, available through, or provided by such sites or resources.

We are not responsible for the privacy or other practices of such sites and cannot guarantee the security of any of your personal information that you provide or is collected by such sites. We encourage you to review the privacy policies and terms and conditions on such sites.

We may allow third-party companies that use tracking technologies, such as cookies or pixels, to record IP information about users who visit or interact with our Website. Our Website does not provide any personal information to these third parties. This information allows them to deliver targeted advertisements and gauge their effectiveness.

ELECTRONIC SIGNATURE AUTHORIZATION
You represent and warrant that you have the legal right, power, and authority to agree to these terms and conditions on behalf of yourself. You further agree that your use constitutes an electronic signature as defined by the Electronic Signatures in Global and National Commerce Act (“E-Sign”) and the Uniform Electronic Transactions Act ("UETA") and that you have formed, executed, entered into, accepted the terms of and otherwise authenticated the terms and conditions and acknowledged and agreed that these terms and conditions are an electronic record for purposes of E-Sign, UETA and the Uniform Computer Information Transactions Act and as such is completely valid, has legal effect, is enforceable, and is binding on, and non-refutable by you and the member, buyer, or supplier on whose behalf you are acting.

USE OF WEBSITE
We may prohibit you from participating in or utilizing the Website if, in our sale and absolute discretion, you show a disregard for the terms and conditions or act in an unacceptable manner, with the intent to annoy, abuse, threaten, or harass any other person, or in any other disruptive manner.

We also reserve the right to refuse service, terminate your access, remove or edit content, or cancel orders in our sale and absolute discretion.

Access to parts of the Website may be restricted to authorized persons. If you believe you have been granted access to any document or file by mistake, please exit the restricted section immediately and contact us as soon as possible.

Parts of the Website incorporate encryption technology, but even if there is encryption technology in place, we cannot guarantee that unauthorized individuals will not be able to access confidential information hosted on or downloaded from the Website.

The documents and files hosted on restricted parts of the Website are confidential. You must not distribute the documents and files hosted in these areas except to persons authorized to read them. If you believe that you may have been granted access to a document or file by mistake, you must not download it, copy it, use it for any purpose, or disclose its contents to any other person.

The Website may contain technical inaccuracies or typographical errors or omissions. We are not responsible for any typographical, photographic, technical, or pricing errors listed on our Website. We reserve the right to make changes, corrections, and/or improvements to the Website, and to the products and programs described in such information, at any time without notice.

NO WARRANTY
The Website and the materials located on or through the Website are provided by us for informational and educational purposes only, with the understanding that we are by the provision of these materials not engaged in rendering legal, financial, or other professional advice or service. We make no representation or warranty, and disclaim any and all responsibility or liability, for the suitability, timeliness, sequence, quality, accuracy, content, completeness, legality, reliability, operability or availability of information, materials, software, products, and services included in or available on or through the Website for any purpose. To the maximum extent permitted by applicable law, all such information, materials, software, products, and services are provided "as is" and "as available" without warranty or condition of any kind.

INDEMNITY AND RELEASE
The information and materials on this Website and any communications with Upways (including, without limitation, newsletters, electronic mail, or communication via telephone) should not be relied upon or used as a basis for making significant decisions without consulting primary or more accurate, more complete, or more timely sources of information. ANY RELIANCE ON THE INFORMATION OR MATERIAL ON THIS WEBSITE OR PROVIDED BY US IS AT YOUR OWN RISK. ADVICE RECEIVED SHOULD NOT BE RELIED UPON FOR PERSONAL, PROFESSIONAL, CAREER, LEGAL, OR FINANCIAL DECISIONS, AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

Except as expressly provided otherwise herein or in an applicable supplemental agreement, in no event shall Upways, any of Upways's employees, owners, contractors, affiliates, subsidiaries or data providers, or anyone else involved in creating, producing, delivering, or managing the content of this Website be liable to you or any third party for any claims whatsoever, including, without limitation, direct, indirect, special, incidental, punitive, or consequential damages (including, without limitation, any lost revenues, lost profits, lost opportunities, loss of prospective economic advantage) arising out of or in connection with the use or performance of this Website, any communications from Upways (including, without limitation, in the form of electronic mail or via telephone), or information available from this Website including, without limitation, any damages suffered as a result of errors, omissions, inaccuracies, interruptions, defects, delays, computer viruses, loss of use, data or profits, unauthorized access to and alteration of your transmissions and data, and other tangible and intangible losses, arising out of or in any way connected with the use or performance of the site, with the delay or inability to use the site or related services, the provision of or failure to provide services, or from any actions we take or fail to take as a result of email messages or other communications you send us, or for any information, software, products, services and related graphics obtained through the site, or otherwise arising out of the use of the site, whether based on contract, tort, negligence, strict liability or otherwise, even if Upways or any of its employees, owners, contractors, affiliates, subsidiaries or data providers, or anyone else involved in creating, producing, delivering, or managing the content of this Website has been advised of the possibility of damages. Without limiting the foregoing, we assume no liability or responsibility for damage or injury to persons or property arising from any use of any product, information, idea, or instruction contained in the content of this Website.

You also agree that we are not responsible or liable in any way for injury, loss, or damage to your computer or interception or use of credit card information, related to or resulting from use of the Website or any sites, services, or materials linked or related thereto or therefrom and also are not responsible or liable in any way for any injury, loss, claim, or damage relating to or resulting from any part of the Website operating or not operating on computers or networks used by you or communicating with such computers or networks.
 
You agree to indemnify, defend, and hold harmless the Upways and its employees, owners, contractors, affiliates, subsidiaries or data providers, or anyone else involved in creating, producing, delivering, or managing the content of this Website, and third-party service providers of the Website ("Indemnified Parties") from and against any and all allegations, demands, claims, liabilities, damages, fines, losses, expenses, penalties, or costs of whatsoever nature, including reasonable attorneys' fees and court costs, and whether by reason of death of or injury to any person or loss of or damage to any property or otherwise ("Claims") arising or resulting in any way from any violation of these terms and conditions or the services provided to you as part of the Website or any related act or failure to act by you and whether or not occasioned or contributed to by the negligence of the Upways or any agent or employee of Indemnified Parties (except as and to the extent prohibited by applicable law) including, without limitation, any Claims related to infringement by you of the intellectual property rights of any person, including without limitation, copyright, patent, trade secret, trade mark, artist rights, droit moral, privacy, publicity or rights under other intellectual property laws. Without limiting the foregoing, if you cause a technical disruption of the Website or the systems transmitting the Website to you or others, you agree to be responsible for any and all losses, liabilities, expenses, damages, and costs, including reasonable attorneys' fees and court costs, arising or resulting from that disruption.

In the event that any Claim is made or any action or proceeding is brought against the Indemnified Parties, or any of them, arising out of or connected with these terms and conditions, any such Indemnified Party may, by reasonable notice to you, require you, at your expense, to resist such Claim or take over the defense of any such action or proceeding and employ counsel for such purpose, such counsel to be subject to the prior written approval of such Indemnified Party, which approval shall be deemed to have been given hereby in the case of counsel acting for your insurance underwriters engaged in such resistance or defense. You shall cooperate with us in the defense of any Claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

DISPUTES AND RESOLUTIONS
It is hoped that should you and Upways ever have any differences, we will be able to work them out amicably through a phone conversation or email correspondence. However, should a dispute ever arise between us, we agree now that we will submit to mediation prior to any lawsuits being filed. Such mediation will be by a mutually agreed-upon mediator and the mediator's cost shall be split equally between us and you. Prior to seeking mediation, you must submit your complaint to Upways via email. You understand and agree now that the only remedy that can be awarded to you through arbitration is a full refund of any payment(s) made by you, up to the date of the award. You agree that no award of consequential or of any other damages may be granted to you and you agree not to seek the same.

By using this Website or our services you are agreeing to a modification of the statute of limitations such that any mediation or lawsuit must be commenced within one (1) year of the date of the act, omission, or other conduct complained of as submitted by you in email or shall otherwise be forfeited forever. You also agree that should mediation take place, it will be held in Flathead County, Montana, and the prevailing party shall be entitled to all reasonable attorney's fees and costs.

In the event of a dispute between us, you agree to not engage in any conduct or communications, public or private, designed to disparage us, Upways, our success partners, or any of our products or services.

ENTIRE AGREEMENT & ENFORCEABILITY
If any part of these terms and conditions is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these terms and conditions shall continue in effect.

You may not modify or amend these terms and conditions, in whole or in part without our prior written consent. We may replace these terms and conditions from time to time and your subsequent use of the Website or our services will be subject in all respects to the terms and conditions of such terms of service in force at the time of such subsequent use. You are advised to check these terms and conditions regularly for any modifications.

Unless otherwise specified herein these terms and conditions constitute the entire agreement between you and us and it supersedes all prior or contemporaneous communications No representations or statements of any kind made by any affiliate of Upways, which are not included in this Agreement, shall be binding on us.  

If you have any questions regarding these terms and conditions, your privacy, or our policies in the event of a compromise of your information, you may contact us at:

Upways
PO Box 1045 Lakeside, MT 59922
Email: hello@upways.co