These Terms and Conditions (“Terms and Conditions”) mandate the terms on which the users (“You” or “Your” or “Yourself” or “User”) access and register on the ‘Upbeat’ website and m-web (collectively referred to as the “Platform”), operated by Upbeat Health Tech Private Limited (hereinafter referred to as “We” or “Our” or “Us” or “Company”), and the Platform Services (as defined below), provided through the Platform.
- You acknowledge that the Platform is a web service that allows You to avail services directly from the Company. Some of the services and products available on the Platform are listed below:
- Purchase Upbeat online fitness program membership(“Fitness Services”)
- The charges indicated on the Platform for the Platform Services will be as determined by the Company, as the case may be, and is excluding taxes and other applicable charges as mentioned on the Platform. The charges and Platform Services may change at the Company’s sole discretion.
- The Platform Services shall be additionally governed by specific terms and policies (payment terms, cancellation policy, refund policy, exchange policy, return policy, etc.) which are briefly mentioned below.
- Upbeat Health Tech Private Limited (“Upbeat”) provides online Fitness Services to its consumers. Currently, the service includes carefully designed online fitness programs which can be taken by consumers at their own convenience and pace.
- You will be eligible to use the Fitness Service only when You fulfill the following conditions: (a) You have attained at least 18 (eighteen) years of age; and (b) You are competent to enter into a contract under the applicable laws. If You reside in a jurisdiction that restricts the use of the Fitness Service because of age, or restricts the ability to enter into contracts such as these Terms and Conditions due to age, You must abide by such age limits. In this regard, the parent or guardian of individual violating the aforementioned conditions shall indemnify, defend and hold harmless Upbeat from and against any and all losses, liabilities, claims, damages, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by Upbeat that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by such individuals pursuant to these terms;
- Upbeat/Platform hereby disclaims any guarantees of exactness as to the duration, type, satisfaction from the Fitness Services provided by it. Further, Upbeat/Platform makes no representation that Fitness Service provided by it is appropriate or safe for use. You agree that the Fitness Service offered herein, by its very nature, includes certain inherent risks that cannot be eliminated regardless of the care taken to avoid injuries and/or any kind of losses. You hereby assert that Your participation is voluntary and that You knowingly assume all such risks and hence hereby release Upbeat, Platform of all liability arising out of such aforementioned risks;
- If Upbeat runs any offers or discounts subsequent to Your purchase, Upbeat is not obliged to offer You the benefits under such subsequent offers
Acceptance of Terms and Conditions
- Use of and access to the Platform is offered to You upon the condition of acceptance of all the terms and conditions contained herein, along with any amendments made by the Company at its sole discretion and posted on the Platform. By (i) using this Platform in any way; or (ii) merely browsing the Platform, You agree that You have read, understood, and agreed to be bound by these Terms and Conditions available at stayupbeat.in website
- The Company retains an unconditional right to modify or amend this Terms and Conditions without any requirement to notify You of the same. It shall be Your responsibility to check this Terms and Conditions periodically for changes. Your continued use of the Platform following the posting of changes to this Terms and Conditions on the Platform will constitute Your consent and acceptance of those changes.
Eligibility to Use
- The Platform Services are not available to minors i.e. persons under the age of 18 (eighteen) years or to any Users suspended or removed by the Company for any reason whatsoever. You represent that You are of legal age to form a binding contract and are not a person barred from receiving Platform Services under the applicable laws.
- The Company reserves the right to refuse access to the Platform or Platform Services to new Users or to terminate access granted to existing User(s) at any time without according any reasons for doing so.
- You are prohibited from selling, trading, or otherwise transferring Your Account to another party or impersonating any other person for the purposing of creating an account with the Platform.
User Account, Password, and Security
- In order to avail the Platform Services (as defined hereinafter) on the Platform, You will have to register on the Platform by providing details about Yourself, including Your name, email id, contact details and such other details as may be required on the Platform and create an account (“Account”).
- You shall ensure and confirm that the Account information provided by You is complete, accurate and up-to-date. If there is any change in the Account information, You shall promptly update Your Account information on the Platform. If You provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or if the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, the Company has the right to suspend or terminate Your Account and refuse any and all current or future use of the Platform (or any portion thereof) at its discretion, in addition to any right that the Company may have against You at law or in equity, for any misrepresentation of information provided by You.
- You will be responsible for maintaining the confidentiality of the Account information and are fully responsible for all activities that occur under Your Account. You agree to (a) immediately notify the Company of any unauthorized use of Your Account information or any other breach of security, and (b) ensure that You exit from Your Account at the end of each session. The Company cannot and will not be liable for any loss or damage arising from Your failure to comply with this provision. You may be held liable for losses incurred by the Company or any other user of or visitor to the Platform due to authorized or unauthorized use of Your Account as a result of Your failure in keeping Your Account information secure and confidential.
- Use of another User’s Account information for availing the Platform Services is expressly prohibited.
- The payment receipt and transaction summary shall be made available on the Platform and also sent to your registered email address.
- Except to the extent otherwise required by applicable law, the Company is not liable for any payments authorized through the Platform using Your Payment Details. Particularly, the Company is not liable for any payments that do not complete because: (1) Your payment card or bank account or third party wallet does not contain sufficient funds to complete the transaction or the transaction exceeds the credit limit in respect of the Payment Details provided; (2) You have not provided the Company with correct Payment Details; (3) Your payment card has expired; or (4) circumstances beyond the Company’s control (such as, but not limited to, power outages, interruptions of cellular service, or any other interference from an outside force) prevent the execution of the transaction.
- Fitness Services – Subscription bought by You are non-refundable, non-exchangeable, and non-salable.
- The Company shall have the right to cease/terminate relationship with You unilaterally without any reason, and applicable amount or cash back (if any) or pro-rata refund, as the case may be, shall be refunded to You subsequently.
- With regards to payments, the Platform shall not be responsible for any unauthorized transactions conducted on our Platform using Your payment card or internet banking. The Platform shall not be obligated to refund any money to You in such instances.
Use of Platform
- Subject to compliance with the Terms and Conditions, the Company grants You a non-exclusive, revocable, limited privilege to access and use this Platform and the Platform Services. You agree to use the Platform Services, Platform and the materials provided therein only: (a) for purposes that are permitted by the Terms and Conditions; (b) for purposes for which the Platform Services are meant to be used; and (c) i accordance with any applicable law, regulation or generally accepted practices or guidelines. You agree not to engage in activities that may adversely affect the use of the Platform by the Company/other User
- You agree not to access (or attempt to access) the Platform and the materials or Platform Services by any means other than through the interface that is provided by the Company. You shall not use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform or Content (as defined below), or in any way reproduce or circumvent the navigational structure or presentation of the Platform, materials or any Content, to obtain or attempt to obtain any materials, bookings, documents or information through any means not specifically made available through the Platform.
- You acknowledge and agree that by accessing or using the Platform or Platform Services or Content, You may be exposed to content from others that You may consider offensive, indecent or otherwise objectionable. The Company disclaims all liabilities arising in relation to such offensive content on the Platform.
- If the Platform allows You to post and upload any material on the Platform, You hereby undertake to ensure that such material is not offensive and is in accordance with applicable laws. All material added, created, uploaded, submitted, distributed, or posted to the Platform by You is Your sole responsibility. The Company reserves the right to review any information provided/data uploaded, if any, by You on the Platform and delete any information/data that is inconsistent with these Terms and Conditions.
- Further, You undertake not to:
- defame, abuse, harass, threaten or otherwise violate the legal rights of others;
- publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information;
- copy, republish, post, display, translate, transmit, reproduce or distribute any Content through any medium without obtaining the necessary authorization from the Company;
- conduct or forward surveys, contests, pyramid schemes or chain letters;
- upload or distribute files that contain software or other material protected by applicable intellectual property laws unless You own or control the rights thereto or have received all necessary consents;
- upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Platform or another's computer or provide you undue advantage or benefit in purchasing goods / availing services;
- engage in any activity that interferes with or disrupts access to the Platform or the Platform Services or the Content (or the servers and networks which are connected to the Platform);
- attempt to gain unauthorized access to any portion or feature of the Platform, any other systems or networks connected to the Platform, to any Company server, or to any of the Platform Services offered on or through the Platform, by hacking, password mining or any other illegitimate means;
- probe, scan or test the vulnerability of the Platform or any network connected to the Platform, nor breach the security or authentication measures on the Platform or any network connected to the Platform. You may not reverse look-up, trace or seek to trace any information on any other User, of or visitor to, the Platform, to its source, or exploit the Content, Platform or Platform Services or information made available or offered by or through the Platform, in any way whether or not the purpose is to reveal any information, including but not limited to personal identification information, other than Your own information, as provided on the Platform;
- disrupt or interfere with the security of, or otherwise cause harm to, the Platform, systems resources, accounts, passwords, servers or networks connected to or accessible through the Platform or any affiliated or linked sites;
- collect or store data about other Users in connection with the prohibited conduct and activities set forth in this Section.
- use any device or software to interfere or attempt to interfere with the proper working of the Platform or any transaction being conducted on the Platform, or with any other person’s use of the Platform;
- use the Platform or any material or Content for any purpose that is unlawful or prohibited by these Terms and Conditions, or to solicit the performance of any illegal activity or other activity which infringes the rights of the Company or other third parties;
- falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded;
- violate any applicable laws or regulations for the time being in force within or outside India or anyone’s right to privacy or personality;
- violate the Terms and Conditions contained herein or elsewhere; and
- reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Platform.
- Except as expressly indicated herein, the Company hereby grants You a non-exclusive, freely revocable, non-transferable access to view any Content available on the Platform, subject to the following conditions:
- You may access the Content solely for personal, informational, and internal purposes, in accordance with the Terms and Conditions;
- You may not modify or alter the Content available on the Platform;
- You may not distribute or sell, rent, lease, license or otherwise make any Content on the Platform available to others; and
- You may not remove any text, copyright or other proprietary notices contained in the Content downloaded from the Platform.
Intellectual Property Rights
- The Platform and the processes, and their selection and arrangement, including but not limited to, all text, videos, graphics, user interfaces, Photos, visual interfaces, sounds and music (if any), artwork and computer code (and any combinations thereof) (collectively, the “Content”) on the Platform is owned and controlled by the Company and/or its licensors and the design, structure, selection, coordination, expression, look and feel and arrangement of such Content is protected by copyright, patent and trademark laws, and various other intellectual property rights.
- The trademarks, logos and service marks displayed on the Platform (“Marks”) are the property of the Company. You are not permitted to use the Marks without the prior consent of the Company.
Disclaimer of Warranties & Liability
You expressly understand and agree that, to the maximum extent permitted by applicable law:
- the Platform, Platform Services and other Content are provided by the Company on an “as is” basis without warranty of any kind, express, implied, statutory or otherwise, including the implied warranties of title, non-infringement, merchant ability or fitness for a particular purpose. Without limiting the foregoing, the Company makes no warranty that (i) the Platform or the Platform Services or the Content will meet Your requirements or Your use of the Platform or the Platform Services will be uninterrupted, timely, secure or error-free; (ii) the results that may be obtained from the use of the Platform, or Platform Services will be effective, accurate or reliable; (iii) the quality of the Platform or Platform Services or Content will meet Your expectations; or (iv) any errors or defects in the Platform or Platform Services or Content will be corrected. No advice or information, whether oral or written, obtained by You from the company or through use of the Platform Services shall create any warranty not expressly stated in the Terms and Conditions.
- the Company will have no liability related to any user Content arising under intellectual property rights, libel, privacy, publicity, obscenity or other laws. The Company also disclaims all liability with respect to the misuse, loss, modification or unavailability of any User Content.
- the Company will not be liable for any loss that You may incur as a consequence of unauthorized use of Your Account or Account information in connection with the Platform or Platform Services, either with or without your knowledge.
- the Company has endeavored to ensure that all the information on the Platform is correct, but the Company neither warrants nor makes any representations regarding the quality, accuracy or completeness of any data, information, or Platform Services. The Company shall not be responsible for the delay or inability to use the Platform or related functionalities, the provision of or failure to provide functionalities, or for any information, software, functionalities and related graphics obtained through the Platform, or otherwise arising out of the use of the Platform, whether based on contract, tort, negligence, strict liability or otherwise. Further, the Company shall not be held responsible for non-availability of the Platform during periodic maintenance operations or any unplanned suspension of access to the Platform that may occur due to technical reasons or for any reason beyond the Company's control. You understand and agree that any material or data or Content downloaded or otherwise obtained through the Platform is done entirely at Your own discretion and risk, and that You will be solely responsible for any damage to Your computer systems or loss of data that results from the download of such material or data.
Indemnification and Limitation of Liability
- You agree to indemnify, defend and hold harmless the Company and its affiliates including but not limited to its (and its affiliates’) officers, directors, consultants, agents, employees and Vendors on the Platform (“Indemnitees”) from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by the Indemnities that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by You pursuant to these Terms and Conditions. Further, You agree to hold the Indemnities harmless against any claims made by any third party due to, or arising out of, or in connection with, Your use of the Platform or Platform Services or Content, any misrepresentation with respect to the data or information provided by You, Your violation of the Terms and Conditions, or Your violation of any rights of another, including any intellectual property rights.
- In no event shall the Indemnitees be liable to You or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, arising out of or in connection with Your use of or access to the Platform, Platform Services or Content on the Platform. The limitations and exclusions in this Section apply to the maximum extent permitted by applicable laws.
- In addition, and without limiting the foregoing, to the fullest extent permitted by applicable law, in no event will Indemnities aggregate liability arising out of or in connection with these Terms and Conditions or the services rendered hereunder, whether in contract, tort (including negligence, product liability, or other theory), warranty, or otherwise, exceed the amount of actual fees charged from You.
- If applicable law does not permit the exclusion of certain warranties or the limitation or exclusion of liability, the scope and duration of such warranty exclusions and the extent of the liability of the Company shall be the minimum permitted under applicable law.
Violation of the Terms and Conditions
You agree that any violation by You of these Terms and Conditions will constitute an unlawful and unfair business practice, and will cause irreparable harm to the Company, for which monetary damages would be inadequate, and You consent to the Company obtaining any injunctive or equitable relief that they deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that the Company obtaining may have at law or in equity. If the Company takes any legal action against You as a result of Your violation of these Terms and Conditions, they will be entitled to recover from You, and You agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief that may be granted.
Suspension and Termination
- The Terms and Conditions will continue to apply until terminated by either You or the Company as set forth below. If You object to the Terms and Conditions or are dissatisfied with the Platform, your only recourse is to (i) close Your Account on the Platform; and/or (ii) stop accessing the Platform.
- The Company may delist You or block Your future access to the Platform or suspend or terminate your Account if it believes, in its sole and absolute discretion that you have infringed, breached, violated, abused, or unethically manipulated or exploited any term of these Terms and Conditions or anyway otherwise acted unethically. Notwithstanding anything in this clause, these Terms and Conditions will survive indefinitely unless and until the Company chooses to terminate them.
- If You or the Company terminate Your use of the Platform, the Company may delete any Content or other materials relating to Your use of the Platform Services and the Company shall have no liability to You or any third party for doing so. However, your transactions details may be preserved by the Company for purposes of tax or regulatory compliance.
- You shall be liable to pay for any Platform Services that you have already ordered till the time of termination by either party whatsoever.
These terms shall be governed by and constructed in accordance with the laws of India without reference to conflict of laws principles and disputes arising in relation hereto shall be subject to the exclusive jurisdiction of courts, tribunals, fora, applicable authorities at Hyderabad.
Report Abuse and Grievance Redressal
In the event You come across any abuse or violation of these Terms and Conditions or if You become aware of any objectionable content on the Platform or if You wish to report a grievance regarding Platform or Platform Services, please report the same to the following e-mail id: email@example.com
You hereby expressly agree to receive communications by way of SMS and/or e-mails from the Company. You can unsubscribe/ opt-out from receiving communications through SMS and e-mail anytime by e-mailing to firstname.lastname@example.org. However, this may limit the extent of Platform Services that you can avail.
Notice: All notices from the Company will be served by email to Your registered email address or by general notification on the Platform. Any notice provided to the Company pursuant to the Terms and Conditions should be sent to email@example.com with subject line - Attention: Terms and Conditions.
Assignment: You cannot assign or otherwise transfer the Terms and Conditions, or any rights granted hereunder to any third party. The Company’s rights under the Terms and Conditions are freely transferable by the Company to any third party without the requirement of seeking Your consent.
Severability: If, for any reason, a court of competent jurisdiction finds any provision of the Terms and Conditions, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms and Conditions shall continue in full force and effect.
Waiver: Any failure by the Company to enforce or exercise any provision of the Terms and Conditions, or any related right, shall not constitute a waiver by the Company of that provision or right.