Terms & Conditions

Introduction

By using the Services, the User is deemed to have fully accepted these Terms and Conditions. These Terms and Conditions (“Terms and Conditions”) form a legally binding agreement between the Company and the User for the use of the Services. These Terms and Conditions apply to the User’s access to and use of any Services. If the User does not agree to these Terms and Conditions, the User shall refrain from using any of the Services.

Definitions and Interpretations

Company means Taison Digital Limited, a limited liability company incorporated in Hong Kong which operates the Platform under the name Upmood;

Company's Materials mean any contents, information or materials made available, posted or displayed by the Company via the Platform (including but not limited to Upmood Analysis and any other information, data, documents, images, photographs, graphics, audio, videos, etc.);

Hong Kong means the Hong Kong Special Administrative Region of the People’s Republic of China;

Host means any persons, organizations, entities, corporations and/or associations which uses the Services to provide Upmood Analysis to the Product User;

Intellectual Property Rights means any copyrights, patents, rights in the know-how, technical information, business processes, trade secrets, trademarks, trade names, designs, database rights, domain names, source code, rights in computer software, contents, information, materials and all other similar rights of whatever nature and, in such case (a) whether registered or not, (b) including any applications to protect or register such rights, (c) including all renewals and extensions of such rights or applications, (d) whether vested, contingent or future, and (e) wherever existing.

Parties means the User and the Company;

Platform means the website insight.upmood.com, upmood.com, their subdomains and/or the mobile application “Upmood” operated by the Company, as revised and updated from time to time;

Platform User means anyone, including but not limited to the Host, who uses and/or accesses the Platform, with or without an account;

Privacy Policy means the Company's privacy policy and the personal information collection statement available in the Platform from time to time;

Product means the upmood band, watch, sensor, device and/or accessory which tracks the Product User’s data for the purpose of generating the Upmood Analysis and any ancillary devices, accessories and/or equipment connected to it;

Product User means the User who uses or intends to use the Product for Upmood Analysis;

Services means the Product and/or the Platform being used and/or accessed by the User from time to time for generating and obtaining the Upmood Analysis;

Upmood Analysis means the analysis, reports, summaries, logs and/or other information in relation to the Product User’s physical and mental state, which are collected from the Product and made available in the Platform, the details of which are more particularly stated in Clause 2;

User mean any contents, information or materials made available, posted or displayed by the Company via the Platform (including but not limited to the information, data, documents, images, photographs, graphics, audio, videos, etc.).

In these Terms and Conditions, unless the context otherwise requires, the following expressions shall have the following meanings:
Unless the context otherwise requires words denoting the singular shall include the plural and vice versa and words denoting any one gender shall include all genders and words denoting persons shall include bodies corporate unincorporated associations and partnerships.
Headings are to be ignored in the construction or interpretation of any provision of these Terms and Conditions.

Upmood Analysis

It takes the following steps to generate the Upmood Analysis:

Track: When the Product User uses the Product by wearing it, the Company will automatically collect the Product User’s real-time data in relation to his physical and mental state for the purpose of generating Upmood Analysis.

Sync: If the Product is paired up with an account in the Platform, it will synchronize data collected from the Product into analytics to an account in the Platform through the bluetooth connection. The Upmood Analysis will be immediately shown and available in the account in the Platform. The Platform User will be able to use a “share function” in the Platform to share the Upmood Analysis to any third parties at the Platform User’s own will through the Platform. Such “share function” is entirely optional.

Use of the Product

Since the Product will automatically collect the Product User’s real-time data in relation to his physical and mental state, the Product User shall have read, understood and agreed with the Privacy Policy. If the Product User does not agree with does not agree with the Privacy Policy, please do not use the Product.

Registration for an account in the Platform

The Company requires the Platform User to provide some mandatory information upon registration of an account, including but not limited to the Platform User’s name, email address and phone number. Please see the Privacy Policy for details. If the Platform User does not agree with the Privacy Policy, please do not use the Platform.
The Platform User shall be responsible for maintaining the confidentiality and security of his account credentials. If the Platform User suspects that his account is being used or accessed by any unauthorised person, the Platform User shall immediately notify the Company in writing.
Sometimes, the Platform User may not be the Product User, for illustration purpose, a researcher (the Host) may purchase and lease the Product to his research subject to test whether his therapy would affect the mood of the research. In this case, the research subject is the Product User, and the research who keeps track on Upmood Analysis in the Platform is the Platform User.
If the Platform User is not the Product User, the Platform User represents and warrants that he shall obtain the Product User’s consent and permission before registering an account in the Platform and ensure that the Product User have understood and agreed with the Terms and Conditions and the Privacy Policy.

Representations, Warranties and Undertakings

The User hereby represents and warrants that:

the User is at least 18 years old and is capable of entering into these legally binding Terms and Conditions on behalf of himself or have the legal authority to agree these Terms and Conditions on behalf of the others;
all the User’s Materials to the best knowledge of the User are true, accurate, updated, complete; and
the User shall not make use of the Services and/or the Company’s Materials to engage in any activity that is contrary to the applicable laws and regulations.

Prohibited Behaviours of the User

The User shall not:

use the Services and/or the Company’s Materials for any illegal or immoral purposes;
use the Services and/or the Company’s Materials in any way that may harm or damage the reputation of the Company and/or the Platform;
use the Services and/or the Company’s Materials for any commercial purposes without the Company’s prior written consent;
use the Services and/or the Company’s Materials to infringe or violates another person’s rights;
impair, interfere, destroy and disrupt the any servers or networks connected to the Platform; and/or
engage in any data mining, data harvesting, data extracting or any other similar activity in relation to the Services and/or the Company’s Materials.

Intellectual Property

All Intellectual Property Rights in relation to the Services and/or the Company’s Materials are owned by the Company, save and except those otherwise mentioned hereinbelow. No reproduction, republication, upload, copy, transmission, distribution, display, creation of derivative works or otherwise use of any of the Services and/or the Company’s Materials for any commercial purposes is allowed or permitted without prior written consent from the Company. The User is specifically restricted from publishing any Company’s Materials in any other media; selling, sublicensing and/or otherwise commercializing any Company’s Materials; and using the Company’s Materials to engage in any advertising or marketing without the Company’s prior written consent.
Some materials in the Platform may be procured from a third party and may be the subject to copyright owned by such third party. The User shall not use any such materials without prior consent from their respective owners. The User hereby acknowledges that all company names and/or logo, product names and/or logos and service names and/or logos used in the Platform are for identification purposes only. Use or display of these names and/or logos does not imply endorsement.
By creating, uploading, posting, or otherwise making available any User’s Materials on the Platform, the User represents that the User’s Materials do not infringe any third parties Intellectual Property Rights and that the User agrees to grant to the Company a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to such User’s Materials.

Personal Data

The Parties shall comply with all the applicable personal data laws and all the related regulations and guidelines issued by all relevant authorities in Hong Kong from time to time.
The Parties shall comply with all the applicable personal data laws and all the related regulations and guidelines issued by all relevant authorities in Hong Kong from time to time.
The data and information collected by the Company will be stored, process and use in accordance with the Privacy Policy. Please see the Privacy Policy for details. If you do not agree with the Privacy Policy, please do not use the Services.

Third Party Links

The Platform may contain links and pointers to other websites, resources, and advertisers of the Platform. Links to and from the Platform to other mobile applications or websites, maintained by third parties, do not constitute an endorsement by the Company or any affiliate of any third-party site or content. The Company is not responsible for the availability of these third-party resources, or their contents. The Company has not reviewed any or all of the mobile applications or sites linked to the Platform and is not responsible for the content of any third-party pages or any other mobile applications or websites linked to the Platform. The User’s linking to other third-party sites is at his own risk. By clicking on any such link, the User acknowledges that the Platform has no control over, and makes no representations of any kind with respect to, such other mobile applications, websites or any content contained within such other mobile applications or websites, and the User hereby revokes any claim against the Company with respect to such other websites. The User should direct any concerns regarding any external link to its mobile application or site administrator or webmaster.

Limitation of Liability and Disclaimer

By providing the Services, the Company aims at increasing User’s self-awareness and encouraging User to be mindful of their own emotions and stress levels. However, the Company does not represent and warrant that the Company’s Materials could completely and/or accurately reflect the User’s emotional status and stress levels. The User acknowledges and agrees that human’s emotional status and stress levels are complex and may be inherently subjective, which may not be accurately captured or analysed by the Services.
All the Services are provided “as is” and without warranties of any kind either express or implied. To the fullest extent permissible pursuant to applicable law, the Company disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, the accuracy, reliability or completeness of the Company’s Materials, non-infringement, title, custom, trade, quiet enjoyment, system integration, compatibility of the Platform User’s devices and freedom from computer virus. The Company makes no representations or warranties or endorsements of any kind whatsoever, express and implied on the Services. The Company specifically disclaims all warranties and liabilities with respect to loss, loss of use or corruption of any User’s Materials. The User uses the Services at his own risk.
All the Company’s Materials are provided for research, informational, lifestyle and entertainment purposes only. The Company’s Materials are not intended to serve any diagnostic and/or medical purposes. If the User wishes to obtain any medical advice, the User shall consult medical practitioners, psychologists, psychiatrists and/or other relevant professional healthcare providers. The Company’s Materials are not intended to be a substitute for professional medical advice. The User shall not rely on the Company’s Materials and delay any medical treatments.
The User hereby acknowledges and agrees that the Company shall not be liable for any loss and damages (including loss of profits or indirect, consequential, incidental, special, exemplary or punitive loss or damage), howsoever caused (including through our negligence), suffered or incurred by the User arising from or in connection with: (i) the User’s access to, or use of the Services; (iii) any Company’s Materials; (iii) any decision or action taken by the User in reliance on any Company’s Materials; (iv) any disclosure of information to any third parties with the User’s consent; (v) any error or defect in the Platform.
The User also hereby acknowledges and agrees that the Company is in no way controlling and/or managing the Host. The Company is not and does not become a party to or other participant in any contractual relationship between the User and the Host and that the Company shall not be responsible or liable for any act, default, omission or negligence of the Host.

Indemnification

The User shall indemnify, defend, and hold harmless the Company, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates from and against any and all claims, losses, damages, demand of liability, costs, including attorneys’, investigators’, and experts’ (or similar) fees, disbursements and all expenses incurred, in connection with the User’s uses of the Services; the User’s violation of these Terms and Conditions; and/or or the User’s violation of any rights of any other User or any third parties.

Modification of Services, deactivation, suspension or cancellation of User Account

The Company reserves the rights to change, modify, suspend discontinue, any aspects of the Services, including but not limited to any feature, database or Company’s Materials and/or User’s Materials on the Platform, at any time and from time to time, without giving any prior notice and/or obtaining the User’s prior consent.
The Company may also at its sole discretion, suspend or cancel any account in the Platform and the Platform User’s access to all or part of the Platform at any time without the need to obtain the User’s prior consent and/or provide reasons and any prior notice.

Miscellaneous

These Terms and Conditions constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
No failure or delay by a Party to exercise any right or remedy provided under these Terms and Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
The Company may assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification. However, the User shall not without the written consent of the Company, assigns, transfers, and subcontracts his rights and/or obligations.
If at any time any provision of these Terms and Conditions is or becomes illegal, invalid or unenforceable in any respect, the legality validity or enforceability of the remaining provisions shall not be affected or impaired thereby.
The Contracts (Rights of Third Parties) Ordinance (Cap. 623) shall not apply to these Terms and Conditions and unless specifically herein provided no person other than the parties to these terms and conditions shall have any rights under it nor shall it be enforceable by any person other than the parties to it. The rights of the parties to terminate, rescind, or agree to any amendment, waiver, variation and/or settlement under or relating to these Terms and Conditions are not subject to the consent of any third party.
These Terms and Conditions of Use do not create any agency, partnership or joint venture between the Company and the User.
These Terms and Conditions are governed by and shall be construed in all respects in accordance with the laws of the Hong Kong Special Administrative Region all the parties hereto hereby submit to the exclusive jurisdiction of the Hong Kong courts in connection with any matters arising hereunder.
Should there be any differences or inconsistencies between these Terms and Conditions and other contents in the Platform, these Terms and Conditions shall prevail.

Modification of these Terms and Conditions

The Company may and shall have the rights to change, amend and modify these Terms and Conditions at any time and from time to time. If the Company makes changes, amendments and modification to the Terms and Conditions, the Company will post the revised Terms and Conditions on the Platform. If the User continues to use the Services, the User is deemed to agree with and be bound by the revised Terms and Conditions.

Contact Us

If the User has any questions in relation to the Services and/or these Terms and Conditions, please contact us at (852) 23699788 or Taison Digital Ltd. Unit 29, 18/F, Block B, Wah Lok Ind. Centre, 37－41 Shan Mei Street, Fo Tan, Shatin, N.T.