Terms and Conditions

EFFECTIVE DATE: December 7, 2024

Welcome to the GetUp Nutrition Inc. website, located at Get Up ,owned and operated by GetUp Nutrition Inc. (“GetUp,” “we,” “us,” or “our”).

These Terms and Conditions (“Terms”) outline the legal terms governing your use of all services, websites, and applications we offer, including our rewards programs,surveys, promotions, contests, sweepstakes, official social media pages we control, and other electronic communications (collectively referred to as "Properties"). By accessing or using any of our
Properties, you agree to be bound by these Terms. If you do not agree, you must not use or access the Properties.

These Terms supersede any conflicting provisions in other agreements related to your use of our Properties. If you navigate to a third-party website from our Properties, that website’s terms and conditions will govern your use of their services.

REGISTRATION

To sign up for the membership services ("Membership") and participate in certain areas of our
Properties, you must create an account ("Profile") by registering with a username and password
on our Site. By registering, you agree to: (a) create and maintain only one Profile; (b) provide
accurate, current, and complete information when creating your Profile; (c) promptly update your
Profile to ensure the information remains accurate and complete; (d) secure your Profile by not
sharing your password with others and restricting access to your Profile and devices used to
access it; (e) keep your Profile credentials confidential and secure; (f) accept full responsibility
for all activities that occur under your Profile, including any risks associated with unauthorized
access; and (g) notify GetUp immediately of any changes in your eligibility to use the
Membership or if you suspect any security breaches or unauthorized access to your account. You
may update or delete your Profile by accessing your account settings or by contacting us directly.

By registering for and/or using the Membership in any way, including but not limited to
browsing or accessing our Properties, you agree to these Terms and all additional policies, rules,
and procedures that may be published on our Properties. These additional policies are
incorporated by reference and may be updated from time to time without notice to you.

We reserve the sole and absolute discretion to modify, update, or remove portions of these Terms
at any time without providing specific notice. By agreeing to these Terms, you waive any right to
receive prior notification of such changes. It is your responsibility to periodically review these
Terms for updates. Any changes or modifications will take immediate effect upon posting to our
Properties.

Your continued use of our Properties confirms your acceptance of such changes or modifications.
As a result, you should review these Terms and associated policies frequently to ensure your
compliance with the current terms governing your use of our Properties. IF YOU DO NOT
AGREE TO THESE TERMS, YOU ARE PROHIBITED FROM USING OUR PROPERTIES,
ACCESSING OUR SERVICES, OR PURCHASING PRODUCTS OR MEMBERSHIPS FROM
GETUP NUTRITION.

NUTRITION AND GENERAL WELL-BEING

The content provided on our Properties is designed to share general information about nutrition,
fitness, and overall wellness. However, this information is not intended to replace or serve as a
substitute for professional medical advice, diagnosis, or treatment. Always consult with your
physician or a qualified healthcare provider if you have questions or concerns regarding a
medical condition or treatment. Never disregard or delay seeking professional medical advice
based on information found on our Properties, through our products, or from our services.

In the event of a medical emergency, contact your doctor or call 911 immediately. Our Properties
do not provide, recommend, or endorse specific tests, doctors, treatments, procedures, therapies,
or other related information. Decisions about your health and caffeine intake should always be
made in consultation with a qualified healthcare professional who can address your specific
needs and circumstances.

By using our Properties, you assume full responsibility for any decisions you make and
acknowledge that all use of our content is at your own risk.

ACCOUNT BILLING

We use a third-party payment processor (the "Payment Processor") to handle billing through a
payment account linked to your Profile on the Your Plan page (your "Billing Account").
Payments are processed in accordance with the terms, conditions, and privacy policies of the
Payment Processor, in addition to this Agreement. We are not liable for any errors or issues
caused by the Payment Processor. By registering, you agree to pay all charges applied to your
Billing Account in accordance with the fees, charges, and billing terms displayed on the payment
page at the time of registration, via the Payment Processor. You are also responsible for any
applicable sales taxes, use taxes, and shipping and handling fees associated with your purchase
of GetUp Energy Bites ("Products"), based on the shipping address provided during account
registration. By making a purchase, you authorize GetUp or its third-party Payment Processor to
collect payment for these amounts, including taxes and fees. All payments must be made in
advance using your selected payment method ("Payment Method") prior to shipping the
Products. We reserve the right to correct any errors in billing or charges, even if payment has
already been requested or received. Payment terms are determined by your Payment Method
provider and may be subject to agreements between you and the financial institution, credit card
issuer, or service provider of your chosen Payment Method.

If payment cannot be processed due to insufficient funds or any other reason, we reserve the right
to suspend or terminate your account. If such termination occurs, these Terms will also
terminate, and you agree to pay all outstanding amounts due on your Billing Account upon
request. All transactions are processed in U.S. dollars.

GetUp and its third-party Payment Processor may receive updated Payment Method information
from your payment provider or credit card issuer. This information may be shared at the
discretion of your payment provider, and GetUp is not responsible for the transmission or
distribution of updated Payment Method details. If your Payment Method provider allows, you
may have the option to opt out of these updates. It is your responsibility to contact your payment
provider or credit card issuer to determine your ability to opt out of this service.

AUTHORIZED CHANGE IN AMOUNT

If the amount to be charged to your Billing Account differs from the amount you initially
authorized (except for adjustments related to state sales taxes), we will notify you of the updated
amount and the date it will be charged before the transaction is processed. Your use of your
Payment Method is subject to any agreements between you and your payment provider. You
acknowledge and agree that we may consolidate multiple charges incurred into one or more
aggregated transactions during or at the end of a billing cycle.

CURRENT INFORMATION REQUIRED

It is your responsibility to provide accurate, complete, and up-to-date information for your
Billing Account. You must promptly update any changes to your billing details, including your
billing address, credit card number, or expiration date, and notify us or our Payment Processor
immediately if your payment method is canceled (e.g., due to loss or theft) or if you become
aware of any potential security breaches, such as the unauthorized use of your username or
password.

To update your information, log in to your Profile and navigate to the "Your Details" section. If
you fail to provide accurate or updated information, you agree that we may continue to charge
your Billing Account for any active services until you terminate your services in accordance with
our Membership Cancellation policy.

ONLINE PURCHASES

Our Properties offer a variety of products, including different flavors, for purchase. However, we
cannot guarantee that a specific product will be available at all times. We reserve the right to
modify our product offerings without notice and may change, update, or discontinue items at our
sole discretion. We also retain the right to adjust the contents, features, or accessibility of our
Properties as needed.

By visiting our Properties or communicating with us via email, you agree to receive electronic
communications from us. We may send notices, updates, agreements, and disclosures through
email or by posting them on our Properties. You acknowledge that these electronic
communications satisfy any legal requirements for written communication.

We reserve the right, at our discretion, to refuse service, suspend or terminate accounts, edit or
remove content, or cancel orders. Such actions may be taken without prior notice if deemed
necessary.

REAFFIRMATION OF AUTHORIZATION

Your continued use of the Membership, or failure to cancel it, confirms your authorization for us
to charge your Payment Method for the Membership fees. These charges may be submitted for
payment, and you are responsible for ensuring that such payments are fulfilled. This does not
limit our right to seek payment directly from you if necessary. Membership fees may be charged
in advance, after usage, or in accordance with the terms you agreed to when you initially
subscribed to the Membership.

SHIPPING AND PRODUCT ACCEPTANCE

Shipping dates for products are determined based on the date closest to your initial purchase
date. Please note that shipping dates are estimates only and are not guaranteed. All shipments
will be delivered using Priority Mail via the United States Postal Service. The risk of loss and
title for all products purchased through our Properties transfer to the customer upon delivery to
the carrier.

PAUSING AND RESUMING SHIPPING

GetUp Nutrition provides members with the option to temporarily pause their Memberships
("Pause Period"). During the Pause Period, you will remain an active member but will not
receive shipments or be charged for GetUp products. A Membership can remain in a Pause
Period indefinitely. While paused, members will still receive email communications from GetUp
but will not incur any membership or maintenance fees.

To resume shipments, members can log into their Profile and select the option to resume
shipping either immediately or on their next scheduled billing date. If you have questions about
pausing or resuming your Membership, please contact us at Contact Us.

TRADEMARKS AND LIMITED LICENSES

Our Properties, along with all associated content and materials, including but not limited to the
GetUp logo, trademarks, copyrights, slogans, service marks ("Trademarks"), and all designs,
text, graphics, photos, videos, software, and other media or features available on our Properties
(collectively, "Site Materials"), are the proprietary property of GetUp Nutrition Inc. or its
licensors and are protected under U.S. copyright, trademark, and other intellectual property laws.
Unless expressly authorized in writing, you may not reproduce, modify, distribute, or exploit any
Site Materials for any purpose.

We grant you a limited, non-transferable license to access and use our Properties and Site
Materials strictly for personal, non-commercial purposes. This license is subject to compliance
with these Terms. Nothing on our Properties shall be interpreted as granting any license or right
to use our Trademarks or Site Materials without prior written permission. Any unauthorized use
will result in termination of this license and may violate applicable laws.

USER CONTENT

Our Properties may include features that allow you to upload, post, or share materials, such as
text, photos, videos, and other forms of content ("User Content"). By submitting User Content,
you affirm that:

You own or have the necessary rights and permissions to share the User Content.
Your User Content does not infringe on any third-party rights or violate any laws.

By sharing User Content, you grant GetUp Nutrition Inc. and its affiliates a perpetual,
irrevocable, worldwide, royalty-free license to use, modify, display, distribute, and create
derivative works from your User Content for any purpose, including promotional use. You waive
any claims regarding such use, including claims for compensation.

You agree not to submit User Content that is unlawful, defamatory, obscene, or otherwise
violates these Terms. GetUp is not responsible for monitoring or moderating User Content and
reserves the right to remove or edit content at its sole discretion without notice. You are solely
responsible for backing up and protecting your User Content.

By tagging GetUp or using hashtags such as #GetUpEnergy, #FueledByGetUp, or other
designated tags, you consent to the use of your User Content, including your name, handle, and
related materials, for marketing or promotional purposes in accordance with these Terms.

PROHIBITED CONTENT AND USE

You agree not to post, upload, or share content through our Properties that:

Is unlawful, defamatory, obscene, or threatening.
Violates the rights of others, including copyrights, trademarks, or privacy rights.
Contains malicious software, such as viruses or spyware, intended to harm our Properties
or users.
Promotes unsolicited advertising, "spam," chain letters, or fraudulent schemes.
Impersonates others or misrepresents your affiliation with any individual or entity.
Encourages criminal behavior or provides instructions for illegal activities.

You also agree not to:

Use unauthorized methods, such as automated systems or scraping tools, to access or
extract information from our Properties.
Attempt to gain unauthorized access to our servers, systems, or user accounts.
Disrupt or interfere with the operation of our Properties or associated networks.
Reverse engineer, decompile, or disassemble any part of our Properties.

REPORTING AND ENFORCEMENT

If you believe any User Content violates these Terms, you may report it by contacting us at
(Insert Contact Email). Enforcement of these Terms is solely at our discretion. The absence of
enforcement does not constitute a waiver of our rights. GetUp reserves the right to remove, edit,
or restrict access to User Content or accounts at any time without notice.

If you access our Properties on a public or shared device, ensure you log out and take precautions
to prevent unauthorized access to your account or User Content.

PRIVACY POLICY

Please review the Privacy Policy carefully to understand how GetUp Nutrition Inc. ("GetUp")
collects, uses, and discloses personally identifiable information provided by its users. By
accessing or using our Properties, you consent to the actions we take with your data in
accordance with our Privacy Policy.

You acknowledge and agree that you have no expectation of privacy regarding any User Content
that you submit, transmit, or post on or through our Properties. Since we cannot guarantee the
security of information transmitted through our Properties, you assume all risks associated with
its use. We are not responsible for the accuracy or integrity of any User Content posted on our
Properties. We encourage you to carefully consider the information and content you choose to
share on our Properties and with others. Your Profile may include personally identifiable
information, such as names, email addresses, phone numbers, and mailing addresses.

Any information collected through your use of our Properties, including names, contact
information, and details related to transactions or traffic, may be used in accordance with our
Privacy Policy. By using our Properties, you confirm that you have read and agree to the terms
outlined in the Privacy Policy, which is incorporated by reference into these Terms. GetUp
disclaims all representations and warranties related to the security measures used for data
handling and storage. We are not liable for any damages resulting from lapses in data security
due to breaches or technical malfunctions.

LIMITED LIABILITY, WARRANTIES, AND THIRD-PARTY LINKS

You are granted a limited, non-exclusive right to create text hyperlinks to our Properties for
non-commercial purposes, provided the links do not portray GetUp Nutrition in a false,
misleading, defamatory, or otherwise harmful manner. Furthermore, the linking site must not
contain material that is offensive, harassing, obscene, or otherwise objectionable. This limited
right may be revoked at any time without notice. You may not use GetUp’s logo or other
proprietary graphics to link to our Properties without prior written permission.

You are not granted any rights to use or access GetUp’s trademarks, copyrighted materials, or
proprietary content without explicit written consent. This includes, but is not limited to,
reproducing, modifying, framing, or utilizing any Site Materials. Any unauthorized use of
GetUp’s intellectual property may result in legal action.

Our Properties may include links to third-party content, including advertisements or promotions.
While these links are provided as a service to our users, we do not monitor or control third-party
content and do not endorse or guarantee its accuracy, reliability, or completeness. GetUp is not
responsible for how third parties handle, treat, or share your data. By accessing third-party sites,
you agree to their respective terms and privacy policies, which govern your interactions on those
sites.

Furthermore, other websites may link to our Properties with or without our authorization. We
reserve the right to disable or block such links at our discretion.

USE OF PROPERTIES AND LIMITATIONS

Your use of our Properties and any associated content is at your own risk. The Properties,
including all software and content, are provided on an "AS IS" and "AS AVAILABLE" basis
without warranties or representations of any kind. Due to the inherent limitations of online
networks, we cannot guarantee that transmissions over the Internet or other communications will
be secure, error-free, or uninterrupted. To the fullest extent permitted by law, GetUp Nutrition
Inc. disclaims all warranties, whether express or implied, including but not limited to implied
warranties of merchantability, non-infringement, and fitness for a particular purpose. We make
no representations or guarantees regarding the accuracy, reliability, availability, or security of our
Properties or the content therein.

LIMITATION OF LIABILITY

To the maximum extent permitted by law, GetUp Nutrition Inc., along with its officers,
employees, agents, and affiliates, shall not be held liable for any direct, indirect, incidental,
punitive, or consequential damages arising out of or related to your use or inability to use our
Properties, any errors, interruptions, or delays in the functionality of the Properties, or reliance
on any content or information obtained through the Properties. This limitation of liability
includes, but is not limited to, damages related to loss of profits, data, goodwill, or business
interruptions, even if GetUp has been advised of the possibility of such damages. In the event
you have paid fees for accessing or using our Properties, GetUp's total liability to you for any
claims shall not exceed the amount paid by you in the twelve months preceding your claim.

WAIVER OF UNKNOWN CLAIMS

By accessing our Properties, you agree to waive any claims, known or unknown, that may arise
from your use of the Properties. Specifically, you waive the protections afforded under Section
1542 of the California Civil Code, which states: "A general release does not extend to claims
which the creditor does not know or suspect to exist in his or her favor at the time of executing
the release, which if known by him or her must have materially affected his or her settlement
with the debtor." This waiver also applies to similar laws in other jurisdictions.

INDEMNIFICATION

Except where prohibited by law, you agree to indemnify, defend, and hold harmless GetUp
Nutrition Inc., its independent contractors, service providers, consultants, and their respective
directors, officers, employees, agents, affiliates, and subsidiaries from any claims, suits, actions,
damages, costs, liabilities, settlements, demands, penalties, and expenses (including, without
limitation, reasonable attorneys’ and accounting fees) arising out of or related to your use of our
Properties; any User Content or ideas you provide; your violation of these Terms of Use; your
infringement of any rights of a third party; any allegation that User Content you submit infringes
or violates the intellectual property rights of others; or your conduct in connection with our
Properties. GetUp Nutrition Inc. reserves the right to assume the exclusive defense and control of
any matter otherwise subject to indemnification by you, and, in such case, you agree to cooperate
fully in asserting any available defenses.

USE OF PROPERTIES AND LIMITATIONS

LIMITATION OF LIABILITY

WAIVER OF UNKNOWN CLAIMS

SEVERABILITY

If any provision of these Terms of Use is deemed unlawful, void, or for any reason
unenforceable, that provision shall be severable from these Terms of Use and shall not affect the
validity and enforceability of the remaining provisions. The unenforceable provision will be
replaced with a valid and enforceable provision that comes closest to the intention underlying the
unenforceable provision.

SWEEPSTAKES, CONTESTS, AND PROMOTIONS

GetUp Nutrition Inc. or its authorized partners may operate sweepstakes, contests, and
promotions ("Promotions") through our Properties. All Promotions, including sweepstakes,
contests, giveaways, and other offers, are subject to these Terms and any supplemental rules or
terms we provide (the "Official Rules"). You should carefully review the Official Rules for each
Promotion, as they may contain important information about GetUp Nutrition Inc.’s rights to and
ownership of submissions made during the Promotion and your obligations as a participant. If
there is any conflict between these Terms and the Official Rules, the Official Rules for the
specific Promotion will prevail.

GetUp Nutrition Inc. reserves the right to modify, suspend, cancel, or terminate any Promotion at
its sole discretion, including, without limitation, extending or resuming the entry period,
disqualifying any participant, or awarding prizes in an alternative manner. Participants are solely
responsible for any costs, expenses, or taxes associated with their participation or the receipt of
any prizes or awards. Participation or the acceptance of any prize may be conditioned upon
signing a release or other agreements. By participating in a Promotion or accepting a prize, you
grant GetUp Nutrition Inc. the right to use your name, likeness, image, biographical information,
and statements for promotional purposes without additional compensation or permission, except
where prohibited by law.

Access to and use of our Properties, including participation in any Promotions, and these Terms
of Use, are governed by the laws of the State of New Jersey without regard to its conflict of law
provisions. You expressly agree to submit to the exclusive jurisdiction of the courts located in
(Insert County), New Jersey, for any disputes related to GetUp Nutrition Inc.’s Promotions,
intellectual property, or these Terms of Use. The United Nations Convention on Contracts for the
International Sale of Goods shall not apply.

ENTIRE AGREEMENT

These Terms of Use, together with our Privacy Policy and any other policies referenced herein,
constitute the entire agreement between you and GetUp Nutrition Inc. regarding your use of our
Properties. These Terms supersede all prior agreements, representations, or discussions, whether
written or oral, related to the subject matter herein.

Only GetUp Nutrition Inc. has the authority to modify or amend these Terms, and any changes
must be in writing and signed by an authorized representative of GetUp Nutrition Inc. You may
not assign or transfer these Terms, whether by operation of law or otherwise, without our prior
written consent. Any attempt to assign or transfer these Terms without such consent will be
deemed null and void. GetUp Nutrition Inc. may assign or transfer these Terms without
restriction or notice to you.

DISPUTES; ARBITRATION; CLASS ACTIONS; JURY TRIAL

These Terms are governed by the laws of the State of New Jersey, without regard to its conflict
of law principles, and the Federal Arbitration Act where applicable. By using our Properties in
any way, you agree to the following:

Any claim, dispute, or controversy (whether in contract, tort, or otherwise) arising out of,
relating to, or connected in any way with our Properties or the determination of the scope or
applicability of this agreement to arbitrate will be resolved exclusively by final and binding
arbitration administered by JAMS and conducted before a sole arbitrator. Small claims court
may be an exception, where applicable.
This arbitration agreement is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16.
Arbitration shall be conducted in Rutherford, New Jersey.
The arbitrator’s decision will be based on these Terms and the other applicable agreements
you have entered into with GetUp Nutrition Inc.
The arbitrator shall apply New Jersey law consistent with the Federal Arbitration Act and
applicable statutes of limitations and shall honor all recognized claims of privilege.
There will be no authority for any claims to be arbitrated on a class or representative basis.
The arbitrator may decide only your individual claims and may not consolidate or join the claims
of other persons or parties.
BY AGREEING TO THESE TERMS, YOU WAIVE YOUR RIGHT TO A JURY TRIAL
AND YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR
PROCEEDING.
The arbitrator will not have the authority to award punitive damages or other damages not
measured by actual damages.
If the administrative fees and deposits that must be paid to initiate arbitration exceed $125,
and you are unable to pay those fees, GetUp Nutrition Inc. agrees to pay the fees that exceed this
amount, subject to ultimate allocation by the arbitrator.
If any part of this arbitration provision is found invalid or unenforceable, the remaining
portions will remain in full effect. However, if subpart (f) is found invalid, the entire arbitration
agreement will be null and void.

NOTICE TO NEW JERSEY RESIDENTS

Under New Jersey Civil Code, residents are entitled to the following consumer rights
information:
The provider of our Properties is GetUp Nutrition Inc., located at 201 NJ-17 suite 603,
Rutherford, NJ 07070. To file a complaint regarding our Properties or to receive further
information about your use of the Properties, you may contact us at the address above or email us
at info@eatgetup.com with the subject line "New Jersey Resident Request."

CONTACT US

Please feel free to reach out to us with any comments, questions, or concerns regarding these
Terms or your use of GetUp Nutrition Inc.’s Properties.

GetUp Nutrition Inc.

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EFFECTIVE DATE: December 7, 2024

REGISTRATION

NUTRITION AND GENERAL WELL-BEING

ACCOUNT BILLING

AUTHORIZED CHANGE IN AMOUNT

CURRENT INFORMATION REQUIRED

ONLINE PURCHASES

REAFFIRMATION OF AUTHORIZATION

SHIPPING AND PRODUCT ACCEPTANCE

PAUSING AND RESUMING SHIPPING

TRADEMARKS AND LIMITED LICENSES

USER CONTENT

PROHIBITED CONTENT AND USE

REPORTING AND ENFORCEMENT

PRIVACY POLICY

LIMITED LIABILITY, WARRANTIES, AND THIRD-PARTY LINKS

USE OF PROPERTIES AND LIMITATIONS

LIMITATION OF LIABILITY

INDEMNIFICATION

USE OF PROPERTIES AND LIMITATIONS

LIMITATION OF LIABILITY

WAIVER OF UNKNOWN CLAIMS

SEVERABILITY

SWEEPSTAKES, CONTESTS, AND PROMOTIONS

ENTIRE AGREEMENT

DISPUTES; ARBITRATION; CLASS ACTIONS; JURY TRIAL

NOTICE TO NEW JERSEY RESIDENTS

CONTACT US