Terms & Conditions

By accessing this web site, you are agreeing to be bound by these website Terms and Conditions of Use, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this web site are protected by applicable copyright and trademark law.

Use License

Permission is granted to temporarily download one copy of the materials (information or software) on Metron’s website for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:

modify or copy the materials;
use the materials for any commercial purpose, or for any public display (commercial or noncommercial);
attempt to decompile or reverse engineer any software contained on Metron’s website;
remove any copyright or other proprietary notations from the materials; or
transfer the materials to another person or “mirror” the materials on any other server.
This license shall automatically terminate if you violate any of these restrictions and may be terminated by Metron at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

Disclaimer

The materials on Metron’s website are provided “as is”. Metron Innovation Group makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, Metron does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet web site or otherwise relating to such materials or on any sites linked to this site.

Limitations

In no event shall Metron or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption,) arising out of the use or inability to use the materials on Metron’s Internet site, even if Metron or a Metron authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

Revisions and Errata

The materials appearing on Metron’s web site could include technical, typographical, or photographic errors. Metron does not warrant that any of the materials on its web site are accurate, complete, or current. Metron may make changes to the materials contained on its web site at any time without notice. Metron does not, however, make any commitment to update the materials.

Products and Services, Payment Facilitation

You understand that use of the Services may result in charges to you for the services or goods you receive from a Metron Business Client and/or Coach ("Charges"). After you have received services or goods obtained through your use of the Services, if you utilize the Services in such manner, the Metron will, through its Payment Processing Service Provider, facilitate your payment of the applicable Charges to the applicable Metron Business Client and/or Coach (the "Service Provider"). Payment of the Charges in such manner shall be considered the same as payment made directly by you to the Service Provider. You hereby acknowledge and agree that the Metron is not responsible or liable for any failure or error made by the Payment Processing Service Provider in connection with the Services. Metron is not responsible for or liable to you for authorized and completed transactions or charges that are later the subject of a dispute, refund, or reversal, are submitted without authorization or in error, or violate any applicable laws.

Charges paid by you are final and non-refundable, unless otherwise determined by the Metron or the Service Provider, as applicable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Services, any disruption to the Services, or any other reason whatsoever.

The Services will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your account regardless of your awareness of such Charges or the amounts thereof. The Service Providers may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you.

You may only use the Services for legitimate transactions with Service Providers. You are responsible for your relationship with Service Providers. Metron is not responsible for the products or services you purchase using the Services. You affirm that you are solely responsible for the nature and quality of the products or services you receive, and for delivery, support, refunds, returns, and for any other ancillary services you receive from Service Providers. You will not use the Services (including any payment processing features thereof), directly or indirectly, for any fraudulent or illegal undertaking, or to interfere in any manner with the normal operation of the Services.

Links

Metron has not reviewed all of the sites linked to its Internet web site and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Metron of the site. Use of any such linked web site is at the user’s own risk.

Third Party Websites

Metron may revise these terms of use for its web site at any time without notice. By using this web site you are agreeing to be bound by the then current version of these Terms and Conditions of Use.

Site Terms of Use Modifications

Metron has the discretion to update this privacy policy at any time. When we do, we will revise the updated date at the bottom of this page. We encourage Users to frequently check this page for any changes to stay informed about how we are helping to protect the personal information we collect. You acknowledge and agree that it is your responsibility to review this privacy policy periodically and become aware of modifications.

Governing Law

Any claim relating to Metron’s website shall be governed by the laws of the State of California without regard to its conflict of law provisions.

General Terms and Conditions applicable to Use of a Web Site.

By creating a business account with Metron Innovation Group, Inc (the "Vendor"), you are agreeing to be bound by these Terms and Conditions of Use, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this web site are protected by applicable copyright and trademark law.

The Vendor reserves the right to, at its sole discretion, amend the terms and conditions at any time and without notice, the most current version of which shall always be available at https://site.metron.io/terms. You acknowledge and agree that the continued use of the Services by you or your Agents, following any amendment of the terms and conditions, shall signify your assent to, and acceptance of, such amended terms and conditions.

Prohibited Uses

You may use our site only for lawful purposes. You may not use our site:

  • In any way that breaches any applicable local, national, or international law or regulation
  • In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect
  • For the purpose of harming or attempting to harm minors in any way
  • To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards as set out below
  • In any manner that would constitute any breach of the data protection rights of any person in connection with their personal data held on the site or a breach by us of the data protection laws
  • To transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam)
  • To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware
  • Not to reproduce, duplicate, copy or re-sell any part of our site in contravention of the provisions of our terms of website use site.metron.io/terms

You also agree:

  • Not to access without authority, interfere with, damage or disrupt:
  • any part of our site;
  • any equipment or network on which our site is stored;
  • any software used in the provision of our site; or
  • any equipment or network or software owned or used by any third party.
  • To comply with any of our directions relating to the protection of any personal data.

Interactive Services

We may from time to time provide interactive services on our site, including, without limitation:

  • Chat rooms
  • Bulletin boards
  • Community chat and messaging
  • Instant messaging
  • Push notifications
  • SMS / MMS messaging, all referred to as interactive services

Where we do provide any interactive service, we will provide alongside your access to it clear information for you understand the kind of service offered, if it is moderated and what form of moderation is used (including whether it is human or technical).

We will do our best to assess any possible risks for users (and in particular, for children) from third parties when they use any interactive service provided on our site, and we will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in the light of those risks. However, it is not reasonable for us to and we are under no obligation to oversee, monitor or moderate any individual use of any interactive service we provide on our site. Consequently it is fair and reasonable that it is a term of you using our site that you agree that we have no liability for any loss or damage arising from the use of any interactive service by a user in contravention of our content standards, whether the service is moderated or not (except in the case of injury or death caused by our negligence).

The use of any of our interactive services by a minor is subject to, and must be monitored the consent of their parent or guardian. Their use is agreed to be the parent/guardian’s responsibility as we have no method of controlling this. We advise parents who permit their children to use an interactive service that it is important that they communicate with their children about their safety online, as moderation is not fool-roof. Minors who are using any interactive service should be made aware of the potential risks to them.

Where we do moderate an interactive service, we will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.

Content Standards

These content standards apply to any and all material which you contribute to our site (‘contributions’), and to any interactive services associated with it.

You must comply with the spirit and the letter of the following standards. The standards apply to each part of any contribution as well as to its whole.

Contributions must:

  • Be accurate and honest and reasonably balanced where they state facts
  • Be genuinely held (where they state opinions)
  • Comply with applicable law in the United States and in any country from which they are posted

Contributions must not:

  • Contain any material which is abusive or defamatory of any person
  • Contain any material which is obscene, offensive, hateful or inflammatory
  • Contain or promote sexually explicit material
  • Contain any personal data of an individual unless that individual has expressly consented to such disclosure and the purpose of it
  • Contain or promote violence
  • Contain or promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age
  • Infringe any registered or unregistered copyright, database right trademark or trade name intellectual property rights of any other person
  • Be likely to deceive any person
  • Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence
  • Promote any illegal activity
  • Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety
  • Be likely to harass, upset, embarrass, alarm or annoy any other person
  • Be used to impersonate any person, or to misrepresent your identity or affiliation with any person
  • Give the impression that they emanate from us, if this is not the case
  • Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse

Suspension and Termination

We will determine, in our discretion, whether there has been a breach of this Terms and Conditions through your use of our site. When a breach of this Terms and Conditions has occurred, we may take such action as we deem appropriate.

Failure of any person to comply with this Terms and Conditions constitutes a material breach by them of the terms of use metron.io (and perhaps general law) upon which they are permitted to use our site, and may result in our taking all or any of the following actions:

  • Immediate, temporary or permanent withdrawal of your right to visit or use our site.
  • Immediate, temporary or permanent removal of any posting or material uploaded by you to our site
  • Issue of a warning from us to you
  • Legal proceedings (in equity and common law) against you for reimbursement of all costs incurred by us in connection with the breach or negligence on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from that breach or your negligence
  • Referral to statutory bodies (such as the Information Commissioner’s Office).
  • Disclosure of such information to law enforcement authorities as we reasonably feel is necessary
  • If we reasonably have to take any action of the type stated above, then you agree that we will not be liable to you in any way whatsoever in relation to such action we take in response to breaches of this Acceptable Use Policy. The responses described in this Acceptable Use Policy are not limited, and we may take any other action we reasonably deem appropriate

License to Use Services

Subject to your compliance with the terms and conditions, the Vendor hereby grants to you a revocable, personal, non-exclusive, sub-licensable, non-assignable and non-transferable license to use the Services procured and/or purchased by you, or for you, exclusively in the manner set out in the Terms and Conditions.

All right, title, interest, ownership rights and intellectual property rights in and to the Services and the trademarks of the Vendor, are and shall remain the property of the Vendor and its licensors, as applicable.

The Vendor reserves all rights to the Services not expressly granted to you herein, and without limiting the generality of the foregoing, nothing in the Terms and Conditions grants to you, by implication, estoppel, or otherwise, any license or right to use the Services, any Content other than Your Content and/or the Vendor’s name, domain names, trademarks, logos, or other distinctive brand features, other than as expressly set out in the Terms and Conditions.

Notwithstanding any other term of the Terms and Conditions, including without limitation, no Metron Customer, Trainer or Trainee shall be allowed or permitted to access or make use of the Services, until such Metron Customer, Trainer or Trainee has entered into the most current version of the Terms and Conditions.

Payment Processing

Payment processing services for the Services are provided by Stripe, Inc. and their respective affiliates or other payment processing services providers as the Vendor may choose from time to time (collectively referred to herein as the "Payment Processing Services Provider"). You hereby authorize the Vendor to share with the Payment Processing Services Provider the financial information, banking details, transaction information and account information provided by you and/or related to your use of the Services as is reasonably required for the provision of the payment processing features contemplated by the Services (including payment of Fees and Charges (each as defined below)). You also agree that the Vendor is not responsible or liable for the use or misuse of such financial information, banking details, transaction information and account information by the Payment Processing Services Provider or any third party.

If a Payment Processing Services Provider is utilized to make or receive a payment in connection with your use of the Services, you should be aware that the terms and policies, including privacy and data gathering practices, of the Payment Processing Services Provider apply to your dealings with the Payment Processing Services Provider. Your account and any activities related to providing your personal information will be governed by the Payment Processing Services Provider's terms and conditions, and the information provided in relation thereto will be governed by the Payment Processing Services Provider's privacy policy.

If you utilize the payment processing features of the Services, you shall not (i) submit what you believe or know to be a fraudulent charge, refund, dispute or other transaction (ii) use such payment processing features in a manner that is an abuse of or in violation of this Agreement, any terms or policies of the Payment Processing Services Provider, or applicable laws.

Products and Services, Payment Facilitation

If you utilize the Services in such manner, you will receive payment through the Payment Processing Services Provider for any Charges actually paid by a Trainee related to services or goods provided by you through the Services, less any commissions, transaction fees or other deductions charged by the Payment Processing Services Provider and/or the Vendor. You hereby authorize the Vendor to process all payments due to you through its Payment Processing Services Provider.

You hereby acknowledge and agree that such amounts shall not include any interest and will be net of any amounts that the Vendor is required to withhold by law. You hereby acknowledge and agree that the Vendor is not responsible or liable for any failure or error made by the Payment Processing Service Provider in connection with the Services, or for any failure by a Trainee to make payment to you in connection with the Services.

You hereby acknowledge and agree that you shall be responsible for all currency conversion charges and responsible and liable for the collection and remittance to the relevant government and taxing authorities of all sales, service, value-added, use, excise, consumption and any other taxes, duties and charges of any kind, if any, imposed by any federal, provincial, state or local governmental entity on any Charges. You hereby agree to defend, indemnify and hold harmless the Vendor and its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to attorney's fees) arising from any failure by you to collect and remit such charges and amounts.

You may only use the Services for legitimate transactions with Trainees. You are responsible for your relationship with Trainees. Vendor is not responsible for the products or services you publicize or sell, or that your Trainees purchase using the Services. You affirm that you are solely responsible for the nature and quality of the products or services you provide, and for delivery, support, refunds, returns, and for any other ancillary services you provide to Trainees. It is very important to the Vendor that your Trainees understand the purpose, amount, and conditions of charges you submit through the Services. With that in mind, when using the Services you agree to: (A) accurately communicate, and not misrepresent, the nature of any product or service, and the amount of the charge or transaction in the appropriate currency (B) provide Trainees a meaningful way to contact you in the event that the product or service is not provided as described; and (C) not use Services to sell products or services in a manner that is unfair or deceptive, exposes Trainees to unreasonable risks, or does not disclose material terms of a purchase in advance. You also agree to maintain a fair return, refund, cancellation, or adjustment policy, and clearly explain the process by which Trainees can receive a refund.

You are responsible for knowing whether a transaction initiated by a Trainee is erroneous (such as a Trainee purchasing one item when they meant to order another) or suspicious (such as unusual or large purchases). If you are unsure if a transaction is erroneous or suspicious, you agree to research the transaction and, if necessary, contact the Trainee before fulfilling or completing the transaction. You are solely responsible for any losses you incur due to erroneous or fraudulent transactions in connection with your use of the Services. You are solely responsible for providing support to Trainees regarding transaction receipts, product or service delivery, support, returns, refunds, and any other issues related to your products and services and business activities. Vendor is not responsible for or liable to you for authorized and completed transactions or charges that are later the subject of a dispute, refund, or reversal, are submitted without authorization or in error, or violate any applicable laws.

You hereby represent and warrant that: (A) any information you provide us about your business, products, or services is accurate and complete; (B) any Charges represent a transaction for permitted products or services, and any related information accurately describes the transaction; (C) you will fulfil all of your obligations to Trainees and will resolve all disputes with them; (D) you will comply with all laws applicable to your business and use of the Services; (E) you will not use the Services (including any payment processing features thereof), directly or indirectly, for any fraudulent or illegal undertaking, or to interfere in any manner with the normal operation of the Services.

Third Party Services

The Services may provide you with access to services (including video content related services) provided by third parties (each a "Third Party Service"). Your access to and use of Third Party Services and the information, data and other content available through Third Party Services are subject to applicable third party service agreements or terms and conditions. Third Party Services are independent from the Vendor and the Services, and the Vendor does not endorse, and has no responsibility or liability for or control over, Third Party Services. Your use of Third Party Services and your dealings with the owners or operators of Third Party Services is at your own risk, and you will not make any claim against Vendor arising from, connected with, or relating to your use of Third Party Services or your dealings with the owners or operators of Third Party Services. Without limiting the foregoing, the Services utilize certain YouTube API Services, and by using the Services you are also agreeing to be bound by the YouTube Terms of Service (found at https://www.youtube.com/t/terms), as may be amended from time to time.

Feedback

You acknowledge and agree that any ideas, suggestions, concepts, processes, techniques, enhancement requests, recommendations, test results, data, information and other output or feedback which you and your Agents provide to the Vendor related to the Services, the Vendor or the Vendor’s business, including without limitation in any user forums made available by the Vendor, and any and all metadata, anonymized data, raw data and other information reflecting the access or use of the Services by you and your Agents (“Feedback”), shall become the Vendor’s property without any compensation or other consideration payable to you or your Agents, and you do so of your own free will and volition. The Vendor may or may not, in its sole discretion, use the Feedback, commercialize the Feedback and/or incorporate the Feedback in whatever form or derivative into the Services, its other products and services, or any future versions or derivatives of the foregoing. You shall and do hereby assign, and shall cause the assignment of, all rights on a worldwide basis in perpetuity to the Vendor in any and all Feedback and, as applicable, shall and do hereby waive, and shall cause the waiver of, all moral rights therein and thereto

Warranty Disclaimer

THE SERVICES IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES AND ALL CONTENT FORMING PART OF OR RELATED TO THE SERVICES (INCLUDING WITHOUT LIMITATION ANY WORK-OUT PLANS, EXERCISE VIDEOS OR SIMILAR CONTENT PROVIDED BY OR ON BEHALF OF THE VENDOR OR ANY SERVICE PROVIDER), AND ANY AND ALL INTERACTIONS BETWEEN YOU AND SERVICE PROVIDERS THROUGH THE SERVICES OR OTHERWISE, SHALL IN ALL CASES BE AT YOUR SOLE DISCRETION AND RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, THE VENDOR AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED OR STATUTORY, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, HARDWARE COMPATIBILITY, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED FROM THE VENDOR OR ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THE TERMS AND CONDITIONS.

THE VENDOR MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND ABOUT THE ACCURACY OR COMPLETENESS OF ANY SITES, APPLICATIONS, PAGES OR SERVICES LINKED TO OR THROUGH THE SERVICES. THE VENDOR DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR, ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICE OR WEBSITE FEATURED IN ANY USER SUBMISSION, BANNER, SPONSOR MESSAGE OR OTHER ADVERTISING. THE VENDOR SHALL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY OTHER USER OF THE SERVICES OR ANY THIRD-PARTY PROVIDERS OF ANY PRODUCT OR SERVICE.

Limitation of Liability

IN NO EVENT SHALL THE VENDOR AND ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS DIRECTLY OR INDIRECTLY, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR LOSS OF REVENUE, INCOME, PROFIT, REPUTATION, GOODWILL OR CUSTOMERS WHATSOEVER RESULTING FROM YOUR USE OF OR ACCESS TO THE SERVICES OR ANY CONTENT (INCLUDING WITHOUT LIMITATION ANY WORK-OUT PLANS, EXERCISE VIDEOS OR SIMILAR CONTENT PROVIDED BY OR ON BEHALF OF THE VENDOR OR ANY SERVICE PROVIDER), INCLUDING WITHOUT LIMITATION RESULTING FROM ANY: (I) ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN THE SERVICES; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES OR ANY CONTENT; (III) UNAUTHORIZED ACCESS TO OR USE OF THE VENDOR’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION OR OTHER INFORMATION STORED THEREIN OR THEREON; (IV) INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) TERMINATION OF ACCESS TO THE SERVICES OR REMOVAL OF ANY CONTENT BY THE VENDOR; (VI) BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD-PARTY; OR (VII) ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT, WHETHER THE FOREGOING IS BASED ON WARRANTY, CONTRACT, TORT, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE AFFECTED PARTIES ARE AWARE OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE TOTAL AGGREGATE LIABILITY OF THE VENDOR FOR ANY AND ALL CLAIMS RELATED TO THE TERMS AND CONDITIONS AND/OR USE OF, OR ACCESS TO, THE SERVICES SHALL BE LIMITED TO DIRECT DAMAGES SUFFERED BY YOU, NOT TO EXCEED THE LESSER OF USD $100.00 AND THE AMOUNT ACTUALLY RECEIVED BY THE VENDOR FROM YOU PURSUANT TO THE TERMS AND CONDITIONS DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. ANY ACTION COMMENCED AGAINST THE VENDOR FOR ANY AND ALL CLAIMS RELATED TO THE TERMS AND CONDITIONS, SHALL BE BROUGHT WITHIN TWELVE (12) MONTHS AFTER SUCH CAUSE OF ACTION SHALL HAVE FIRST ARISEN.

THE VENDOR DOES NOT CONTROL CONTENT AND DOES NOT GUARANTEE THE ACCURACY OR INTEGRITY OF SUCH CONTENT. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE VENDOR SHALL NOT BE LIABLE IN ANY WAY FOR ANY CONTENT INCLUDING BUT NOT LIMITED TO ANY ERRORS OR OMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD-PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY DISPUTE RELATED TO THE TERMS AND CONDITIONS YOU HEREBY GIVE UP YOUR RIGHT TO (I) HAVE A TRIAL BY JURY; AND (II) PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INCLUDING BUT NOT LIMITED TO CLASS ACTION LAWSUITS INVOLVING ANY DISPUTE RELATED TO THE TERMS AND CONDITIONS.

ALL FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

Indemnification

YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE VENDOR AND ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, OBLIGATIONS, LOSSES, LIABILITIES, COSTS, DEBT, AND EXPENSES (INCLUDING BUT NOT LIMITED TO ATTORNEY’S FEES) ARISING FROM: (I) YOUR OR YOUR AGENTS’ USE OF OR ACCESS TO THE SERVICES; (II) ANY THIRD PARTY USE OF, OR ACCESS TO, YOUR ACCESS ID; (III) YOUR OR YOUR AGENTS’ VIOLATION OF ANY TERM OF THE TERMS AND CONDITIONS; (IV) YOUR OR YOUR AGENTS’ VIOLATION OF ANY THIRD-PARTY RIGHT, INCLUDING WITHOUT LIMITATION YOUR CONTENT INFRINGING ANY INTELLECTUAL PROPERTY (INCLUDING COPYRIGHT), OR PRIVACY RIGHT; (V) ANY CLAIM THAT YOUR CONTENT CAUSED DAMAGE TO A THIRD-PARTY. (VI) ANY DISPUTE OR CLAIM ARISING BETWEEN YOU AND YOUR CUSTOMERS (INCLUDING TRAINEES) OR SERVICE PROVIDERS (INCLUDING VENDOR'S CUSTOMERS AND USERS) IN ANY WAY RELATED TO OR CONNECTED WITH THE SERVICES, INCLUDING WITHOUT LIMITATION WITH RESPECT TO PRODUCTS OR SERVICES PROCURED OR PURCHASED THROUGH THE SERVICES; OR (VII) ANY FRAUDULENT TRANSACTIONS OR CHARGES SUBMITTED OR PERMITTED BY YOU OR ON YOUR BEHALF OR IN WHICH YOU PARTICIPATE IN CONNECTION WITH YOUR USE OF THE SERVICES, INCLUDING ANY PAYMENT PROCESSING FEATURES THEREOF. THIS DEFENSE AND INDEMNIFICATION OBLIGATION SHALL SURVIVE THE TERMS AND CONDITIONS AND YOUR AGENTS’ USE OF THE SERVICES.

Definitions and Interpretation

Agents” means, with respect to a Party, such Party’s agents, employees, consultants, contractors and/or other authorized representatives, and “Agent” shall be construed accordingly.

Content” means any material posted on, submitted on, uploaded to, made available to and/or appearing on the Services, including without limitation, data, information, text, graphics, photos, videos, charts, or location information.

Parties” means the parties to the Terms and Conditions, and “Party” shall be construed accordingly.

Services” means the services offered or made available by the Vendor, including without limitation the Metron software as a service platform, and any website, application or widget associated therewith, as modified by the Vendor by way of updates from time to time.

Trainer” means a person directly or indirectly accessing or making use of the Services procured by a Metron Customer as a trainer, including without limitation, for the purpose of offering, providing or otherwise furnishing fitness training services to one or more Trainees, and “Trainers” shall be construed accordingly.

Metron Customer” means a person who procures Services from the Vendor, including without limitation, by placing an order for a specific plan with the Vendor, thereby allowing access to, and use of, such Services by the Metron Customer and the related Trainers and Trainees, and “Metron Customers” shall be construed accordingly.

you”, “your” and/or “yourself” means either the Metron Customer, Trainer or Trainee entering into the Terms of Service, as applicable.

Your Content” means Content posted, submitted, made available, uploaded and/or displayed on or through the Services by you or your Agents, whether directly or through third party sites, applications or products (including without limitation any media (including photos, videos and accompanying music), fitness or health tracking data, nutritional data or other data or information that you may make available to the Services from a third party site, application or product and any and all information you upload or make available through any document management features of the Services).