Episode 3 of "Upload" kicks off with an intense scene at the NYC spa, where Nathan 1.0 is being utilized as a guinea pig to troubleshoot the malfunctioning brain scan machine. Each time he undergoes the scan, he is plunged into excruciating pain, gradually eroding his memories. His digital afterlife is meant to reside in Apple Cove, but the transition is put on hold when Nathan 2.0 arrives there for his honeymoon.
To add to the confusion, the Apple Cove AI promptly mistakes Nathan 2.0 for Nathan 1.0. Ingrid alerts Nora, who swiftly deduces the situation. Nora instructs Luke to retrieve Nathan 1.0's digital copy from Apple Cove, while she and Aleesha venture to rescue his physical body from the spa's clutches.
Elsewhere, JB confronts Aleesha about a blunder she committed during her assignment to imbue the Lakeview AIs with human-like traits. She is tasked with testing their loyalty to the company and eradicating those who fail. Aleesha, though proud of her work, is sorrowed to find that most AIs fail by prioritizing their moral compass over loyalty.
Luke and the Gardener AI head to Apple Cove to salvage Nathan 1.0's digital self. They decide to split up, but the Gardener AI momentarily becomes smitten with the Apple Cove AI.
In the flesh-and-blood world, Nora is determined to swap David Choak's scan for Nathan 1.0's. Ivan tries to intervene, but Nora is unwavering in her resolve to do whatever it takes to save Nathan.
Meanwhile, the spa techs, grown weary of waiting for Nathan 2.0 to vacate Apple Cove, delegate the novice, Dennis, to monitor Nathan 1.0 while they take a much-needed break. The stakes are high, and the tension is palpable as the drama unfolds.
JB is irked by the moral compass of the Lakeview AIs. The VIP Bartender AI, unschooled by Aleesha's gentle hand, exhibits a ruthless streak, pledging unwavering allegiance solely to Horizen. Impressed by his loyalty, JB entrusts him with overseeing the Lakeview AIs, unaware of the turmoil this decision would unleash. The VIP AI, emboldened by his newfound authority, embarks on a spree of assimilating any who dare show disloyalty to Horizen, plunging the establishment into chaos. Meanwhile, the Bell Girl AI, desperate over her missing boyfriend, enlists the aid of the Bellboy AI to track him down.
In the opulent spa, Nathan 1.0 convinces Dennis to revisit their shared memories of Nora, though blurred and mostly lost to him. Dennis, moved by their love story, finds himself yearning for a similar bond. Empowered by this emotional connection, he not only safeguards Nathan 2.0's remaining memories but also aids in his daring escape.
With Baba Tunde's assistance, Aleesha, Nora, and Ivan procure passes to the spa, a mirror image of Lakeview, teeming with billionaires indulging in cutting-edge rejuvenation therapies to preserve their youth and beauty.
In Apple Cove, Ingrid's relentless immersion in the tub has left her with crippling back pain in the real world. Nathan 2.0, determined to make their honeymoon memorable for both, arranges for a luxurious chauffeured ride to a picturesque beach. Touched by his gesture, they stay connected through heartwarming selfies. However, left unattended, Nathan 2.0 is mistakenly identified as Nathan 1.0 by Luke and the Gardener AI, who promptly seize him.
At the spa, Nathan 1.0 and Nora pine for each other as their paths diverge – he flees through the fire exit, while she ventures into Kannerman's treatment chamber. There, she subjects him to a grueling interrogation, demanding his compliance for a hostage swap. A clandestine meeting is arranged on a nearby bridge, but it disintegrates into chaos when Nora realizes the hooded figure presented to her is not Nathan 1.0. Horizen, having already lost track of him, leaves her disheartened. Fortunately, Aleesha's prompt call to the authorities and her newly acquired combat skills fend off Horizen's henchmen until the police arrive to apprehend Kannerman and his cronies. Choak urges Horizen to dispose of his scan in the woods, planning to retrieve it post-bail.
Unfortunately for Horizen, Nathan 1.0 makes a dramatic entrance after everyone's departure, stealing the car Horizen had abandoned. As he speeds away, the vehicle runs over Choak's scan, obliterating it beyond repair.
Back at Lakeview, Bellboy AI attempts a valiant fight against the VIP AI, but is ultimately absorbed by him. The season 4 episode 3 of Upload concludes on a poignant note as Nora returns to her sorrowful grieving, only to be surprisingly visited by Nathan 1.0 at her doorstep.
