Please read these Terms of Use ("Agreement", "Terms of Use ") carefully before accessing www.nonprime.com ("the Site"), operated by Upside Holdings, L.L.C. ("us", "we", or "our"). This Agreement sets forth the legally binding terms and conditions for your use of this Site.
By accessing or using the Site in any manner, including, but not limited to, visiting or browsing the Site or contributing content or other materials to the Site, you agree to be bound by these Terms of Service.
Services
This Site provides comparison Services for home goods and Services including but not limited to financial and insurance products. Further, a consumer may subscribe on this Site to receive email communications for additional product information and offers.
Intellectual Property
The Site and its original content, features and functionality are owned by Upside Holdings, L.L.C. and are protected by all applicable U.S. and non-U.S. copyrights, patents, trademarks, and trade secrets, and other intellectual property rights thereto (collectively “Site/Services Content”).
Prohibited Use
You may use the Site only for lawful purposes and in accordance with these Terms and Conditions. You agree not to use this Site in any way that violates any applicable federal, state, local, or international law or regulation. It is prohibited to transmit any unlawful material or material that is harmful, harassing, abusive, libelous, racially or ethnically offensive, invasive of another's privacy, vulgar, threatening, obscene, sexually explicit, tortious, defamatory, or that infringes or may infringe on the intellectual property or rights of another. It is prohibited to directly or indirectly interfere, or attempt to interfere with the proper working of this Site/Service or system integrities or securities; interference of any account, or any communication or transaction being conducted on this Site/Service. It is prohibited to use any robot, spider, other automatic device, or manual process to monitor or access or copy our web pages or any content without our prior expressed written permission; take any action which imposes an unreasonable or disproportionately large load on our infrastructure; post, upload, transmit, submit, email or make available by any other means any data or content protected under any law or contractual relationship that you do not have the right to distribute. It is prohibited to use any manual process to monitor or copy any of the material on this Site or for any other unauthorized purpose without our prior written consent. It is prohibited to fraudulently impersonate yourself as someone else or hide or attempt to hide your identity. It is prohibited to attempt to interfere with the proper working of this Site.
Links To Other Sites
Our Site may contain links to third-party Sites that are not owned or controlled by Upside Holdings and will not assume responsibility for, the content, privacy policies, or practices of any third party Sites or Services. All users are encouraged to read the terms and conditions and privacy policy of any third-party Site that you visit.
Limitation Of Liability
In no event shall Upside Holdings, nor its subsidiaries, licensors, directors, shareholders, employees, partners, agents, suppliers, or affiliates, be liable for damages, direct or consequential, resulting from your use of the Site, and you agree to defend, indemnify and hold us harmless from any claims, losses, liability costs and expenses, including but not limited to attorney's fees, arising from your violation of any third-party’s rights or any errors, omissions, or other inaccuracies in, or destructive properties of this Site or the Site content.
Indemnification
You agree to indemnify and hold Upside Holdings, its subsidiaries, affiliates, agents, shareholders, officers contractors, vendors, employees, and Service providers harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of this Site/Service, the violation of this Agreement by you, or the infringement by you, or other user of this Site/Service using your computer, of any intellectual property or other right of any person or entity. Upside Holdings and its Service providers assume no responsibility whatsoever for such content or actions. Upside Holdings reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
Warranty Disclaimer
The content and all Services associated with this Site are provided to you on an “as-is” and “as available” basis. The Site is provided without warranties of any kind, whether express or implied, as to the operation of our Services or the information, content, materials, Services included on or associated with our Services including but not limited to any financial product or lender you may choose. You expressly agree that your use of our Services is at your sole risk.
Upside Holdings, its subsidiaries, affiliates, and its licensors do not warrant that a) the Site will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Site is free of viruses or other harmful components; or d) the results of using the Site will meet your requirements.
You acknowledge and agree that we are not a lender, broker, investor, financial institution, or other Service provider. You acknowledge and agree that we are solely an intermediary between you and such persons or institution and, therefore, we expressly disclaim any and all liability to any content, Services or financial products provided by such parties.
RELEASE
YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE UPSIDE HOLDINGS AND ITS SERVICE PROVIDERS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS, AND DISBURSEMENTS OF ANY NATURE WHATSOEVER WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THIS SITE AND SERVICE.
ARBITRATION AGREEMENT AND CLASS ACTION WAIVER
BY ACCESSING AND/OR USING ANY UPSIDE HOLDINGS SITE/SERVICES OR SERVICES, YOU AGREE TO THESE TERMS AND CONDITIONS OF THIS ARBITRATION AGREEMENT. DO NOT USE UPSIDE HOLDINGS SERVICES OR SUBMIT ANY CONTACT INFORMATION IF YOU DO NOT AGREE TO THESE TERMS.
THIS AGREEMENT IS BINDING TO ARBITRATE ALL CLAIMS. YOU AGREE THAT DISPUTES BETWEEN YOU AND UPSIDE HOLDINGS WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN YOU AND UPSIDE HOLDINGS WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND NOT IN COURT OR BY JURY TRIAL. IF A DISPUTE IS ARBITRATED, YOU GIVE UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST UPSIDE HOLDINGS INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.
Review this section carefully. This arbitration provision limits your and Upside Holdings’ ability to litigate claims in court and you and Upside holdings each agree to waive your respective rights to a jury trial or a state or federal judge. You agree that you will not file any lawsuit against us in any state or federal court.
We strive to never have a dispute, but if we do, you and we agree to try for 60 days to resolve it informally. If no resolution results from this informal process, you and we agree to binding individual arbitration before the American Arbitration Association (“AAA”) under the Federal Arbitration Act (“FAA”), and not to sue in court in front of a judge or jury. As an alternative, a neutral arbitrator will decide and the arbitrator’s decision will be final except for a limited right of appeal under the FAA. Class action lawsuits, class wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity aren’t allowed. Nor is combining individual proceedings without the consent of all parties.
You agree that the Arbitrator will have sole and exclusive jurisdiction over any dispute you have with us. The Federal Arbitration Act allows for the enforcement of arbitration agreements and governs the interpretation and enforcement of the agreement to arbitrate.
If any provision of this Arbitration Agreement is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Arbitration Agreement shall continue in full force and effect. No waiver of any provision of this Arbitration Agreement will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of this Agreement. This Arbitration Agreement will survive the termination of your relationship with Upside holdings.
Termination
If you breach or violate any part of this Agreement or provisions in the Privacy Policy you may no longer use this Site/Service. Upside Holdings may, in its sole discretion, change, suspend, or terminate, temporarily or permanently, this Site/Service or any part of it at any time, for any reason, without notice to you and without liability to you or any other person. You agree that all terminations for cause shall be made in Upside Holdings’ sole discretion and shall not be liable to you or any third party for any termination.
Entire Agreement
This Agreement constitutes the entire terms of use agreement between you and Upside Holdings and governs your use of this Site/Service which supersedes any prior agreements between you and Upside Holdings. You also may be subject to additional terms and conditions that may apply when you use other Services, affiliate Services, third party content or third party software.
Changes To This Agreement
We reserve the right to change any content, feature or functions of our Site/Services without prior notice. We may deny you access to the Site/Services for any reason without prior notice if you engage in any conduct or activities that we determine, in our sole discretion, violate these Terms, our legal rights or the legal rights of any third party or are otherwise inappropriate. We are not responsible for any errors or delays in providing the Site/Services whether caused by errors in the registration information you provided by any technical problems in our system.
We reserve the right to make changes to this Agreement and the posted Privacy Policy. Any changes made will be effective from the date of such posting without further notice to you. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms of Use