PLEASE CAREFULLY READ AND UNDERSTAND THESE TERMS OF SERVICE ("TERMS" OR "AGREEMENT") BEFORE ACCESSING, USING, OR PLACING AN ORDER THROUGH OUR WEBSITE.
These Terms contain disclaimers of warranties, limitations of liability, and a mandatory arbitration clause with class action waiver (Sections 17, 18, and 23). These Terms form an essential basis of our agreement. Please print and retain a copy of this Agreement for your records.
THIS AGREEMENT REQUIRES ARBITRATION OF DISPUTES ON AN INDIVIDUAL BASIS AND WAIVES YOUR RIGHT TO A JURY TRIAL OR CLASS ACTION, except where prohibited by mandatory consumer law in your jurisdiction. You may opt out of arbitration within 30 days of accepting these Terms (see Section 23.8).
These Terms reference and incorporate our Subscription Policy, Privacy Policy, and Return & Refund Policy.
By accessing, using, or placing an order through our Website, you agree to these Terms in their entirety. If you do not agree, you are not authorized to use the Website.
This website is operated by UPAIRY LIMITED, a company registered in New Zealand ("we," "us," "our," or "UpAiry"). UpAiry offers this website, including all information, tools, products, and services available from the Website to you, the user, conditioned upon your acceptance of all terms, conditions, policies, and notices stated here.
By visiting our site and/or purchasing from us, you engage in our "Service" and agree to be bound by these Terms of Service, including any policies referenced herein or available by hyperlink.
These Terms apply to all users of the site, including browsers, vendors, customers, merchants, and contributors of content. Our store is hosted on Shopify Inc.
We reserve the right to update, change, or replace any part of these Terms at any time by posting updates to our Website. Your continued use of the Website following the posting of any changes constitutes acceptance of those changes. For material changes affecting active subscription customers, we will provide at least 30 days' notice by email where reasonably practicable.
1.1 You represent that you are at least 18 years of age and have the legal capacity to enter into binding contracts. If you are purchasing children's products on behalf of a minor, you confirm that you are the parent or legal guardian.
1.2 You may not use our products for any illegal or unauthorized purpose, nor may you violate any laws in your jurisdiction (including but not limited to copyright laws).
1.3 You must not transmit any worms, viruses, or destructive code.
1.4 A breach or violation of any of these Terms may result in immediate termination of your Services.
1.5 By providing your phone number, you also agree to our SMS Communications Terms in Section 26.
1.6 Subscription Purchases. Subscription products and any product that includes a free trial converting to a subscription are additionally governed by our Subscription Policy. Where there is a conflict between these Terms and the Subscription Policy regarding subscription-specific matters, the Subscription Policy controls.
2.1 We reserve the right to refuse Service to anyone for any reason at any time.
2.2 You understand that your content (not including credit card information) may be transferred unencrypted and involve (a) transmissions over various networks and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
2.3 You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service without our express written permission.
2.4 Section headings are for convenience only and do not affect interpretation.
The material on the Website is provided for general informational purposes only and should not be relied upon as the sole basis for purchasing decisions. We are not responsible if information made available on the site is not accurate, complete, or current.
While we endeavor to display product information accurately, there may be typographical errors, inaccuracies, or omissions related to product descriptions, pricing, promotions, shipping charges, transit times, or availability. We reserve the right to correct any errors and to change or update information at any time, including after you have submitted your order.
We have made every effort to display product colors and images accurately. We cannot guarantee that your device's display of any color will be perfectly accurate.
This Website may contain historical information that is not current and is provided for reference only.
Prices for our products are subject to change without notice. We reserve the right to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Service, except where such liability is required by mandatory consumer protection law in your jurisdiction.
Product availability is subject to change without notice. We reserve the right to:
Pricing:
Order Acceptance:
Where you purchase a subscription product or any product that includes a free trial converting to a subscription, the recurring billing, frequency, cancellation rights, refund window, and pre-renewal notifications are governed by our Subscription Policy.
We strive to provide accurate product information but do not guarantee that:
Please review all product information carefully before purchasing and contact customer support with questions.
6.1 Products purchased from UpAiry are for personal, non-commercial use only. You agree that you will not:
6.2 Resale of our products outside of authorized channels can result in the product becoming materially different from what we warranted, which may affect product safety, efficacy, or our ability to honor warranties or guarantees. Products sold outside of authorized channels are not covered by our money-back guarantee or warranty.
6.3 We reserve the right to limit, prohibit, or cancel orders that, in our sole judgment, appear to be placed by dealers, resellers, distributors, or drop-shippers, including orders flagged by patterns such as multiple orders to the same address, bulk quantity requests, or freight forwarding addresses.
6.4 Unauthorized resale of UpAiry products may constitute trademark infringement, unfair competition, and/or breach of these Terms, and we reserve all rights and remedies under applicable law.
We reserve the right to refuse any order. We may, in our sole discretion, limit or cancel quantities purchased per person, household, or order. These restrictions may apply to orders placed by or under the same customer account, the same credit card, and/or orders using the same billing or shipping address.
You agree to provide current, complete, and accurate purchase and account information. You agree to promptly update your account information, including email address and payment method details, so that we can complete your transactions and contact you as needed.
By submitting payment information to us, you represent and agree that:
We and our third-party payment service providers may receive updated payment card information from your card issuer (such as updated card numbers or expiration dates) and may automatically update your account information accordingly. You consent to this Account Updater service for the purpose of preventing interruptions to your subscription deliveries.
To opt out:
If your card issuer reverses a charge, we may bill you directly and seek payment by another method.
For subscription orders, you authorize us to charge your payment method on file for each recurring billing period in accordance with the Subscription Policy.
UpAiry ships to most international destinations. Please visit our Website for current shipping information, processing times, and supported regions. Accurate shipping address and contact information are required.
We are not responsible for late or missing shipments resulting from incorrect address information you provided. If you discover an error after submitting your order, contact us at hello@upairy.com as soon as possible. We cannot guarantee we can amend your order, but we will attempt to assist before dispatch.
Because many circumstances at your delivery address are beyond our control, you agree that carrier-provided delivery confirmation is sufficient proof of delivery, even without a signature, except where mandatory consumer law in your jurisdiction provides otherwise.
For customers in the EU, UK, or other jurisdictions where mandatory consumer law assigns risk of non-delivery to the seller, your statutory rights to receive the goods you purchased remain unaffected by this clause.
For international orders, you are responsible for any customs duties, import taxes, brokerage fees, or other charges levied by your country's customs authority. These charges are not included in our product prices or shipping costs unless explicitly stated at checkout.
We may provide access to third-party tools over which we have no control. These tools are provided "as is" and "as available" without warranties. Your use is at your own risk. Please familiarize yourself with the relevant third-party providers' terms before use.
Our Service may include materials from third parties or links to third-party websites. We are not responsible for examining or evaluating the content or accuracy of third-party materials, and we make no warranty regarding them. We are not liable for any harm or damages related to transactions made with any third party. Direct any complaints regarding third-party products to that third party.
UpAiry welcomes your comments and feedback. You agree that anything you submit or post to the Website or provide to us — including without limitation photographs, testimonials, reviews, ideas, suggestions, questions, and comments (collectively, "Submissions") — is and will be treated as non-confidential and non-proprietary.
By providing a Submission, you grant UpAiry a royalty-free, worldwide, perpetual, irrevocable, transferable, and sublicensable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, modify, and create derivative works from such Submissions by any means and in any form, including in advertising and marketing materials.
You agree that:
We may, but have no obligation to, monitor, edit, or remove content that we determine to be unlawful, offensive, defamatory, obscene, or otherwise objectionable.
Your submission of personal information through the store is governed by our Privacy Policy.
Occasionally there may be information on our site that contains typographical errors, inaccuracies, or omissions relating to product descriptions, pricing, promotions, shipping charges, transit times, or availability. We reserve the right to correct any errors and cancel orders if any information is inaccurate at any time, even after your order is submitted.
We undertake no obligation to update or amend information except as required by law.
You are prohibited from using the Website or its content: (a) for any unlawful purpose (b) to solicit others to perform unlawful acts (c) to violate any international, federal, state, provincial, or local laws or regulations (d) to infringe on our or any third party's intellectual property rights (e) to harass, abuse, harm, defame, or discriminate against any person or group (f) to submit false or misleading information (g) to upload viruses or malicious code (h) to collect or track others' personal information (i) to spam, phish, pharm, pretext, spider, crawl, or scrape (j) for any obscene or immoral purpose (k) to interfere with security features of the Service or any related infrastructure
We reserve the right to terminate your use of the Service for any violation.
All content on the Website — including text, graphics, images, logos, product designs, photography, audio, video, software, and trademarks (collectively, "Content") — is owned by or licensed to UpAiry and is protected by copyright, trademark, trade dress, and other intellectual property laws in New Zealand, the United States, and other jurisdictions.
You are permitted to access and view the Content for personal, non-commercial purposes in accordance with these Terms. Except as expressly authorized in writing, you may not:
If you believe content on our Website infringes your copyright, trademark, or other intellectual property rights, please send a notice to:
UpAiry IP Notice Email: hello@upairy.com (subject line: "IP Infringement Notice") Mail: 14a Romaine Rd, Churton Park, Wellington, New Zealand
Include:
For US complainants, this notice procedure is intended to comply with the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512.
The trademarks, service marks, and logos used on the Website are registered or unregistered trademarks of UpAiry. Nothing on the Website grants any license or right to use any UpAiry trademark without our prior written consent.
The obligations and liabilities of the parties incurred prior to the termination date shall survive termination for all purposes.
These Terms remain effective until terminated by either you or us. You may terminate these Terms at any time by ceasing to use our Services. We may terminate at any time without notice if we determine, in our sole judgment, that you have failed to comply with any term. You remain liable for all amounts due through the date of termination.
For subscription customers, termination of these Terms by you may also terminate your subscription, subject to the cancellation procedures in our Subscription Policy.
EXCEPT WHERE PROHIBITED BY LAW, THE WEBSITE AND ALL PRODUCTS AND SERVICES PROVIDED ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
We do not represent or warrant that:
Nothing in this disclaimer excludes or limits any warranty, guarantee, or condition that cannot be excluded under mandatory consumer protection law in your jurisdiction, including:
EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT SHALL UPAIRY OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR LOSS OF GOODWILL — ARISING FROM OR RELATED TO THESE TERMS, OUR PRODUCTS, OR YOUR USE OF THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IF, NOTWITHSTANDING THE LIMITATIONS ABOVE, UPAIRY IS FOUND LIABLE UNDER ANY THEORY, OUR TOTAL LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO THE GREATER OF (A) THE AMOUNT YOU PAID FOR THE PRODUCT GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) USD $500.
Mandatory Consumer Rights: Nothing in this Section excludes or limits liability that cannot be excluded or limited under mandatory consumer protection law in your jurisdiction. Where the law of your jurisdiction does not permit certain exclusions or limitations, those exclusions or limitations may not apply to you, and your statutory rights are preserved in full.
Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages or for certain categories of harm (such as personal injury or death). In such jurisdictions, our liability is limited only to the maximum extent permitted by law.
You agree to indemnify, defend, and hold harmless UpAiry and our affiliates, officers, directors, agents, contractors, licensors, service providers, suppliers, and employees from any claim or demand, including reasonable attorneys' fees, made by a third party arising out of: (a) your breach of these Terms or the documents incorporated by reference (b) your violation of any law or the rights of a third party (c) your misuse of our products in a manner inconsistent with their intended use
If any provision of these Terms is determined to be unlawful, void, or unenforceable, that provision is enforceable to the fullest extent permitted by law, and the unenforceable portion is severed without affecting the validity of remaining provisions.
These Terms, together with the Subscription Policy, Privacy Policy, and Return & Refund Policy, constitute the entire agreement between you and UPAIRY LIMITED, superseding any prior agreements or communications.
Our failure to enforce any right or provision is not a waiver of that right or provision. Ambiguities are not construed against the drafting party.
You may not assign any of your rights under these Terms, and any such attempt is null and void. UpAiry may, in its discretion, transfer its rights and obligations under these Terms (in whole or in part) to another entity in connection with a merger, acquisition, sale of assets, or similar transaction, without further consent or notice.
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES ON AN INDIVIDUAL BASIS AND LIMITS YOUR ABILITY TO PARTICIPATE IN COURT PROCEEDINGS OR CLASS ACTIONS.
Before initiating any formal dispute, you agree to first contact us at hello@upairy.com to attempt informal resolution. We commit to attempting good-faith resolution within 30 days of your notice. This applies to disputes about product quality, billing, refunds, accounts, accessibility, and other service-related concerns.
If the dispute is not resolved informally within 30 days, any dispute, claim, or controversy arising out of or relating to these Terms or our Services must be resolved through binding arbitration on an individual basis, not in court, except as specified in Section 23.7.
The arbitration forum and rules depend on your country of residence:
For customers residing in the United States:
For customers residing in New Zealand:
For customers residing in the EU, UK, Australia, Canada, or elsewhere:
You will pay filing fees equivalent to standard court filing fees in your jurisdiction. UpAiry will pay any excess administration and arbitrator fees unless your claim is deemed frivolous or brought for an improper purpose. Each party bears its own attorney fees unless otherwise awarded by the arbitrator.
You and UpAiry waive any right to:
All disputes must be resolved individually. If a court of competent jurisdiction determines that this class action waiver is unenforceable in your jurisdiction, then this Section 23 (in its entirety) is null and void as to that specific dispute, which may proceed in the applicable court instead.
To preserve the efficiency and fairness of arbitration, the following procedures apply where multiple substantially similar arbitration claims are filed against UpAiry in a coordinated fashion.
(a) Triggering Threshold. This Section 23.6 applies where, within any 60-day period, 25 or more arbitration claims are filed against UpAiry that:
(b) Bellwether Process. Upon the threshold being triggered, the parties will select an initial group of up to 10 bellwether cases to be arbitrated first — 5 selected by claimants' counsel and 5 selected by UpAiry. The remaining claims will be paused pending completion of the bellwether arbitrations.
(c) Individualized Notice Requirement. Each claimant must personally complete the pre-dispute resolution process in Section 23.1, including providing an individualized notice describing the specific facts, circumstances, and harm of their own claim. Form notices, template notices, or notices lacking individualized facts do not satisfy Section 23.1 and may result in dismissal of the affected claim without prejudice to the claimant's right to re-file with a properly individualized notice.
(d) Post-Bellwether Mediation. Within 30 days of completion of the bellwether arbitrations, the parties will engage in good-faith mediation for 60 days to attempt resolution of the remaining claims based on the bellwether outcomes.
(e) Sequential Filing of Remaining Claims. If mediation does not resolve remaining claims, those claims will be filed in batches of no more than 50 claims per calendar quarter, in the order they were originally submitted to UpAiry under Section 23.1.
(f) Fee Allocation in Coordinated Filings. AAA, ICDR, AMINZ, and arbitrator administrative fees for paused claims are deferred until those claims resume processing. The fee allocation in Section 23.4 continues to apply to bellwether claims and to claims that proceed to arbitration in subsequent batches.
(g) Tolling. Any applicable statute of limitations or contractual time limit on claims is tolled for paused claims for the duration of any pause invoked under this Section 23.6, so that no claimant's substantive rights are prejudiced by the procedural sequencing in this section.
(h) Preservation of Substantive Rights. Nothing in this Section 23.6 limits any individual claimant's substantive rights or remedies in arbitration. This Section governs only the procedural sequencing where multiple substantially similar claims are filed in coordinated fashion.
The following are not subject to mandatory arbitration:
You may opt out of this Section 23 within 30 days of first accepting these Terms by sending written notice to hello@upairy.com with the subject line "ARBITRATION OPT-OUT," including:
Opting out does not affect any other provision of these Terms.
Notwithstanding the arbitration requirement, UpAiry retains the right to bring claims in court seeking injunctive or equitable relief for misappropriation or infringement of UpAiry's intellectual property rights (trademarks, copyrights, trade dress, designs, patents, or trade secrets). For such claims, the courts of New Zealand have non-exclusive jurisdiction, and you consent to personal jurisdiction in those courts.
This Section 23 survives termination of these Terms and your use of our Services.
These Terms are governed by the laws of New Zealand, without regard to its conflict of law principles. However, nothing in these Terms deprives you of mandatory consumer protection rights you are entitled to under the law of your country of residence.
Specifically:
For any claim not subject to arbitration under Section 23.7:
We are not liable for delays or failures in performance arising from causes beyond our reasonable control, including natural disasters, government restrictions, labor disputes, cyberattacks, system failures, pandemics, public health emergencies, or supply chain disruptions.
You and UPAIRY LIMITED are independent entities. These Terms do not create a partnership, joint venture, agency, or employment relationship.
You consent to receive legal notices, transaction receipts, policy updates, and other service communications electronically. These satisfy any legal requirement for written communication.
English is the controlling language. Section titles are for convenience only. Ambiguities are not interpreted against the drafting party.
Our failure to enforce any term or right does not waive our right to enforce it later.
By providing your mobile phone number at checkout, on sign-up forms, or through any interaction with the Website, you consent to receive recurring automated promotional and personalized marketing text (SMS) messages from UpAiry. These may include offers, order updates, customer service follow-ups, and other marketing communications.
We use third-party platforms (e.g., Klaviyo, Postscript, Attentive) to facilitate SMS. Your mobile number and other relevant information may be shared with these providers solely for that purpose. SMS data is processed in accordance with our Privacy Policy.
Jurisdiction-Specific Rights: Where required under regional laws — including the GDPR (EU), UK GDPR, CASL (Canada), PECR (UK), and the TCPA (US) — your SMS data is processed on the basis of explicit opt-in consent, which you may withdraw at any time.
We reserve the right to update, change, or replace any part of these Terms by posting updates to our Website. It is your responsibility to check the Terms periodically.
Material changes — including changes to arbitration, class action waiver, governing law, or pricing/billing terms for subscription customers — will be communicated to active subscription customers by email at least 30 days before the change takes effect, where reasonably practicable.
Your continued use of the Website following the posting of changes constitutes acceptance of those changes.
Questions about these Terms should be sent to:
Email: hello@upairy.com Mailing Address: 14a Romaine Rd, Churton Park, Wellington, New Zealand Company: UPAIRY LIMITED (New Zealand registered)
By using our Services, you acknowledge that you have:
✅ Read and understood these complete Terms of Service
✅ Agreed to binding arbitration and waived class action rights, subject to your 30-day opt-out right and any mandatory consumer protections in your jurisdiction
✅ Confirmed you are 18+ years of age and legally able to enter contracts
✅ Accepted the governing law and jurisdiction provisions, subject to mandatory consumer protection rights in your country of residence
✅ Reviewed our Subscription Policy, Return & Refund Policy, and Privacy Policy
✅ Consented to the Account Updater service for subscription payment continuity (subject to your right to opt out)
✅ Consented to electronic communications
✅ Acknowledged international shipping costs, customs duties, and delivery timelines (if applicable)
UPAIRY LIMITED — New Zealand registered company. These Terms are designed to provide clear, transparent terms while protecting both our customers and our business across the international markets we serve.