Last update: June 21st, 2018
Preamble This is a contract between you and UpBup to use an interface you can access from any computer, tablet or your smart phone (when supported) to apply for and complete the necessary forms for child care providers and other services. Using UpBup you can enter information one time about you, your child and your family that includes addresses, medical information, persons authorized to pick up your child if you are late. In later versions of the software, we plan, but are not required, to add payment processes and payment information and possibly interfaces with social networks so you can share your experiences about the Providers with your virtual community. When you continue to use UpBup, you can re- use the same information later to update forms, enter into new agreements and complete applications with the same and other service providers. UpBup also allows you to update previously entered information. UpBup expects to continually refine and expand its ability to help you to renew and sign up for other services you and your child will use such as after-school programs, classes and camps without your having to continuously reenter the same information.
In the rest of this contract (referred to as “Contract”), UpBup’s services and any changes to those services are referred to as “Services”. Child care providers and other service providers to you and your family are referred to as “Providers” and the information you provide and update or revise from time to time is referred to as “Content.” If you agree to the terms in our Contract you also agree to the terms in the separate Privacy Policy and to the changes that we may make occasionally to this Contract, the Privacy Policy or the Services we offer. In exchange, we will provide you with an account through which we will provide you with Service we offer.
Unilateral Adhesion Contract Since we service so many users, we must have a standard contract and cannot negotiate different terms with individual users. If we change the terms or the Services (which we will only do after we give you notice) and you do not agree to the new terms, you have the choice to terminate this Contract and stop using our Services.
Account use equals Contract Acceptance By establishing and using an account, you warrant that you have the capacity to enter into and have accepted our Contract. Any time you use the Services we provide, you acknowledge, accept and agree with all provisions of this Contract and the Privacy Policy as they may be revised over time, including, without limitation, the use and treatment of your Content in accordance with the Privacy Policy.
Sharing Accounts. If you share your account Information with anyone, that other person may take control of your account and access your Content. We will not have any liability to you as a result. You agree to maintain the security of your password, identification and reasonably restrict access to your phones and computers.
License Grant from UpBup. Your account comes with a limited, personal, worldwide, royalty-free, non-assignable and non-exclusive license to use our Services as long as you are not barred from receiving the Services under applicable laws, you close your account voluntarily, or we close your account. You do not obtain any other right or interest in UpBup or the Service.
Limited License to your Content. You grant UpBup a limited license to your Content for the purpose of making your data accessible and useable on the Service. For example, copyright laws could prevent UpBup from processing, maintaining, storing, backing-up and distributing your Content to Providers, unless you give us these rights. You are granting UpBup a license to display, perform and distribute your Content to the Providers that you indicate and to modify and make any changes (for technical purposes, e.g., making sure Content is viewable on smart phones as well as computers and other devices or to connect to networks, devices, services or media) and reproduce such Content to enable UpBup to operate the Service. You also agree that UpBup in its sole discretion can decide not to accept, post, store, display, publish or transmit your Content without any liability to you. Please note that when Content has been transmitted to Providers they continue to have access the Content (though not new Content) regardless whether you continue to use the services they provide.
Royalty free, world-wide and irrevocable. You agree that these rights and licenses to UpBup of your Content are royalty free, worldwide and irrevocable. Subject to the Privacy Policy, the license includes a right for UpBup to make your Content available to others and to transfer UpBup’s rights to others with whom UpBup has contractual relationships. UpBup may also permit access to or disclose your Content to unrelated third parties if UpBup determines that it must do so by law. The Privacy Policy contains the definition of personally identifiable information (which is quite broad). We may not share personally identifiable information unless the party receiving the information has the same or more stringent restrictions on sharing the information (such as the child care center). We are allowed to share information that does not identify individuals personally, or that you could use in conjunction with other public information to do so. An example of this might be the number of families we service within a particular zip code that have more than one child in childcare. We obtain a license from you because in some instances we are able to obtain additional revenue to support our operations by selling non-personally identifiable information in your Content.
Content and 3rd Party Services. If you elect to use any third party service or application that is integrated with UpBup, you also agree that the rights and licenses granted to UpBup in the preceding paragraph shall apply to your Content submitted or uploaded through such third party service or application. If the third party service or application you elect to use would access or extract Content, you grant UpBup the right and license to enable such access to and extraction of your Content.
PLEASE NOTE: THIS CONTRACT DOES NOT APPLY TO THE DATA COLLECTION PRACTICES OF ANY THIRD PARTY APPS. PRIOR TO PURCHASE OR DOWNLOAD OF A THIRD PARTY APP, YOU SHOULD REVIEW THE TERMS, POLICIES, AND PRACTICES OF SUCH THIRD PARTY APPS TO UNDERSTAND WHAT DATA THEY MAY COLLECT FROM YOU AND HOW SUCH DATA MAY BE USED.
Ownership of Content. You still own your content and while the licenses you have granted UpBup give it the right to use your Content for certain purposes, you still retain the ownership of your Content.
You warrant your Content. You represent and warrant that you have the unfettered legal rights and authority to submit your Content to UpBup, to grant the rights granted to UpBup under this Contract and to make any publication or other distribution of your Content in your use of the Service. You also represent to us that, by submitting Content to UpBup and granting UpBup these rights, you are accessing this content legally and not infringing the rights of any person or third party. You agree not to upload, post or otherwise transmit:(a) inaccurate or harmful Content; (b) unauthorized disclosure of personal information; (c) Content that violates or infringes anyone’s intellectual property or privacy rights; or (d)Content containing software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. UpBup has the right to edit or remove Content that violates this Contract. UpBup has the right to edit Content in immaterial ways (such as to reformat for viewing purposes) or delete Content (such as Content UpBup has determined is incomplete, inaccurate or obtained illegally).
Accuracy and responsibility to Update. You agree to provide accurate, current, and complete Content about you and your family and to maintain and promptly update or correct Content if necessary. You agree to provide complete Content and to keep it accurate, current and complete.
Liability for other’s actions or inactions. UpBup does not assume any responsibility, or liability for the actions or omissions of third party applications or service providers. You understand and agree that UpBup does not have control over the quality, timing, legality, appropriateness or any other aspect whatsoever of the services offered or actually delivered by the Providers, nor of the integrity, responsibility or any of the actions of the Providers. We make no representations about the suitability, reliability, timeliness, and accuracy of the services provided by Providers and we expressly disclaim any liability that may result from the provision or use of this information to Providers. We are not an agent or broker for Providers, and we have no control over the conduct of Providers or their staffs.
Payments and Refunds. When you make a reservation and/or enroll with a Provider through the Service, you are agreeing to be bound by and to pay for that transaction. In the event UpBup links your account to a payment method, you authorize us to charge the full amount to your payment provider for the transaction. We reserve the right to correct any errors or mistakes that we make even if we have already requested or received payment and to deposit or withdraw funds from your payment provider to rectify any errors.
The policy established by each individual Provider will govern your ability to cancel registrations and obtain refunds or credits. Providers usually reserve the right to modify schedules or cancel services due to insufficient enrollment or other issues. Contact the Provider concerning their policies regarding cancellations, refunds or credits. Referral fees and/or credit card processing fees charged by UpBup are non-refundable.
UpBup may use third party payment processing services to process credit card information. While UpBup will use commercially reasonable efforts to protect the privacy of all personal and financial information, UpBup expressly disclaims any and all liability whatsoever for any controversies, claims, suits, injuries and/or damages, arising from and/or in any way related to UpBup’s use of third party payment processing services, including without limitation for any damage that may result should any such information be released to any third parties.
UpBup Warranty. Your use of the Services is at your sole risk unless otherwise explicitly stated. UpBup provides Services on an “as is”, “as available”, and “with all faults” basis. UpBup disclaims all express or implied conditions, representations, and warranties of any kind, including any implied warranty or condition of merchantability, satisfactory quality, or fitness for a particular purpose. UpBup makes no representations, warranties, conditions or guarantees as to the usefulness, quality, suitability, truth, accuracy, or completeness of the Content or Services. UpBup will endeavor to but cannot warrant that: (a) the Services will be uninterrupted, timely, secure, or error-free; (b) the results that may be obtained from the use of the Services will be accurate or reliable; or (c) the quality of any products, services, purchased or obtained using UpBup’s Services will meet your expectations or requirements.
You assume all risk for any damage to your computer system or loss of data that results from using the Services including any damages resulting from computer viruses.
Indemnity. You agree to indemnify and hold UpBup and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, alliance members, other partners, employees, and representatives harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your Content, your use of Services, your violation of the terms of this Contract, or your violation of any rights of another.
Notices; Modification and Termination of Services; Contract Amendment UpBup may provide notice to you via your account interface and or email notices. Upbup reserves the right at any time to modify, suspend or terminate the Services (or any part thereof), and/or your use of or access to them, with or without notice. UpBup may also delete, or bar access to or use of, all Content related information and files. UpBup will not be liable to you or any third-party for any modification, suspension, or termination of the Services, or loss of related information. UpBup may amend this Contract at any time.
Governing Law and Venue. This Contract is deemed entered into in the Commonwealth of Massachusetts and is governed by and will be construed in accordance with the internal laws of the Commonwealth of Massachusetts, without regard to its conflict of laws principles. You agree that all proceedings, disputes, claims or controversies arising out of or relating to UpBup and this Contract (collectively, “Disputes”) shall be pursued, prosecuted and conducted on an individual (and not a class wide) basis only and not in a class, consolidated or representative action. In addition, no Dispute between UpBup and another person or entity may be consolidated with any other Dispute between UpBup and any other person or entity. All Disputes shall be brought and heard exclusively (a) for those brought by you, in the state or Federal (if a basis for Federal jurisdiction exists) courts located in or nearest to Boston, Massachusetts and (b) for those brought by UpBup in the state or Federal (if a basis for Federal jurisdiction exists) courts located in or nearest to Boston, Massachusetts or in any court located in a jurisdiction in which you reside, maintain an office, are organized or incorporated, or from where you accessed our Services. You hereby irrevocably consent to the personal and subject matter jurisdiction of such courts and waive any claim that such courts represent an inconvenient or otherwise inappropriate venue or forum.
Time limit in which to file law suits. You agree that regardless of any statute or law to the contrary, you must file any claim or cause of action by you arising out of or related to the Services, Privacy Policy or this Contract in an appropriate court of law within six (6) months after such claim or cause of action arose or it will be forever barred.
Construction of terms. If any provision of this Contract, or its application to any person or circumstances, is found to be invalid, for any reason, or unenforceable by any court having competent jurisdiction, (a) such provision will be deemed amended to the least extent possible to render it valid and enforceable in a manner that preserves the original intent of the provision as much as possible, and (b) the invalidity or unenforceability of such provision shall not affect the validity and application of the remaining provisions of this Contract, which shall remain in full force and effect.
Waivers and Breaches. No waiver of any term of this Contract will be effective unless in writing signed by UpBup. No waiver of any term of this Contract by UpBup or non action by UpBup with respect to your breach of this Contract will be deemed a further or continuing waiver of such term or any other term or breach. This Contract constitutes the complete and entire agreement between you and UpBup with respect to the subject matter hereof, and supersedes all prior agreements, contracts and understandings, written, electronic or oral, in relation thereto, unless expressly agreed otherwise in a written agreement signed by authorized representatives of both you and us. The section titles in this Contract are for convenience only and do not have any legal or contractual effect.
Contact You may contact UpBup at [email protected]
Successors to UpBup. Use of the name UpBup includes its successors and assigns. This means if UpBup merges with another entity or is purchased, you agree that UpBup may transfer this Contract between you and UpBup to that entity or buyer.