MetaFlow Ltd. (“Meta Flow”, “we”, “our”,"us" or the “Company”) welcomes you (the“User(s)”and“you”) to the Meta Flow website located at lumen.me (the"Website"), to your use of the Lumen device (the "LumenDevice"), and to the Lumen mobile and online platforms (the “LumenApp”), through which Users who are Subscribers (as defined below) can access the services Company offers through use of the Lumen Device (“LumenServices”), consisting of food, lifestyle and wellness suggestions based on User’s day to day life, preferences, activities, sleep habits, and real-time assessment of carbohydrate availability and metabolic fuel use as measured via use of Meta Flow’s Lumen Device (collectively, the Website, the Lumen Device, the Lumen App and the Lumen Services, shall together be referred to hereunder as the “Services”). You may use the Services solely in accordance with the terms and conditions hereunder.
PRIOR TO ANY USE OF OR ACCESS TO THE META FLOW SERVICES YOU HEREBY DECLARE THAT YOU ARE NOT AWARE OF AND DO NOT SUFFER FROM ANY HEALTHIMPAIRMENT OR HAVE BEEN TESTED, TREATED FOR, OR DIAGNOSED WITH ANY ILLNESS,DISEASE, DEFICIT, DISORDER, OR CONDITION THAT MIGHT OTHERWISE EFFECT YOURHEALTH. THE SERVICES, INCLUDING ANYINFORMATION, DATA OR ANALYSIS GENERATED, PROVIDED OR CONCLUDED FROM THE USE OFTHE SERVICES ARE NOT INTENDED AND SHOULD NOT BE DEEMED MEDICAL OR OTHERHEALTH-RELATED PROFESSIONAL ADVICE, DIAGNOSIS OR TREATMENT, NOR ARE THESERVICES INTENDED AS A SUBSTITUTE FOR SUCH MEDICAL OR PROFESSIONAL ADVICE,DIAGNOSIS OR TREATMENT. FOR ANY MEDICAL OR OTHER PROFESSIONAL ADVICE YOU SHOULDCONSULT A DOCTOR OR OTHER PROFESSIONAL HEALTHCARE PROVIDER. ANY AND ALLINFORMATION PROVIDED VIA THE SERVICES ARE FOR INFORMATIONAL PURPOSES ONLY. DONOT USE THE SERVICES AND/OR TAKE ANY SUGGESTIONS PROVIDED BY THE SERVICES AS ASUBSTITUTION FOR MEDICAL OR OTHER HEALTH-RELATED PROFESSIONAL ATTENTION. RELIANCE ON ANY INFORMATION AND/ORRECOMMENDATIONS PROVIDED THROUGH THE SERVICES ARE MADE SOLELY AT YOUR OWN RISKAND YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS OR ACTIONS YOU TAKE BASED ONSUCH INFORMATION AND/OR RECOMMENDATIONS.
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ENTER, CONNECTTO, ACCESS OR USE THE SERVICES OR ANY PART THEREOF IN ANY MANNER.
By acceptance of the Terms, you represent that any and allinformation you provide us through the Services is true and accurate. Theprovision of any false or fraudulent information is strictly prohibited. You further consent to receive communications from uselectronically. We may communicate with you a variety of ways, such as bye-mail, in-app push notifications, or by notices and messages on the Website.You may revoke your consent to any individually targeted communications at anytime.
2. Ability to Accept Terms
Our Website and App are not structured toattract children under the age of 18 years. If you are under 18 years of age,please do not visit or use the Website or App without the guidance andsupervision of your parent or legal guardian who registered to the Services onyour behalf.
TO USE THE SERVICES ANDOPEN A USER ACCOUNT YOU MUST BE OVER THE AGE OF EIGHTEEN (18). If you are under 18 years old, then yourparent or legal guardian must read, understand and accept Terms with respect toyour use of the Services prior to any such use.
3. The Services
The Services consist of personalized suggestions to Users whopurchased a Subscription to the Lumen Services of nutrition and fitness plans(“Suggestions”) based on (i) certain User Metabolic Data (as definedbelow), as indicated by your proper use of the Lumen Device; and (ii) theUser’s input of User’s Physical Information (as defined below) (collectively,the “Personal Physical Profile”). The Services are made available through the use of the LumenDevice which is a Meta Flow proprietary digital breath analyzer apparatus, thatmeasures and analyzes a User’s real-time metabolic data, including but notlimited to _______________(“Metabolic Data”).
NOT MEDICAL ADVICE OR HEALTH CARE SERVICES:
META FLOW DOES NOT DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASENOR DOES IT PROVIDE ANY PROFESSIONAL HEALTH RELATED ADVICE OR ANY MEDICALDIAGNOSES. THE SERVICES ARE PROVIDED “AS IS” AND ANY INFORMATION GENERATED,PROVIDED OR CONCLUDED USING THE SERVICES IS DEPENDANT ON THE ACCURACY ANDRELIABILIY OF INFORMATION ENTERED AND UPLOADED BY YOU. META FLOW HAS NOLIABILITY WHATSOEVER WITH RESPECT TO THE INFORMATION AND SUGGESTIONS PROVIDED,GENERATED, OR CONCLUDED IN CONNECTION WITH THE USE OF THE SERVICES. YOU AGREETHAT META FLOW IS NOT RESPONSIBLE OR LIABLE TO YOU FOR ANY CLAIM, LOSS, ORDAMAGE ARISING FROM THE SERVICES, AND THE RELIANCE ON ANY INFORMATION ORSUGGESTION PROVIDED THEREBY, BY YOU OR ANY OTHER USER. UNLESS EXPRESSLY PROVIDED OTHERWISE IN THE TERMS, META FLOW DOESNOT IN ANY WAY ENDORSE OR ASSUME ANY RESPONSIBILITY FOR ANY DECISION MADE ORACTION TAKEN OR NOT TAKEN WHOLLY OR PARTIALLY IN RELIANCE ON THE SERVICES ORANY INFORMATION CONVEYED VIA THE SERVICES, OR OBTAINED THEREFROM, NOR FOR ANYLOSS, INJURY, INCONVENIENCE, HARM AND/OR DAMAGE INCURRED AS A RESULT OF, OR INCONNECTION WITH, THE SERVICE OR USE THEREOF. THE LUMEN DEVICE IS NOT A MEDICAL DEVICE. ANY DECISION OR ACTIONYOU TAKE BASED ON ANY OUTPUT AND/OR INFORMATION PROVIDED VIA USE OF THE LUMENDEVICE IS TAKEN AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT THE USE OF THE SERVICES AND THELUMEN DEVICE ARE ENTIRELY AT YOUR OWN RISK.
4. Registration and User Account
In order to use the Services and the LumenDevice, you must register and open a User account on the App and/or the Website(the “Account”). Registrationmust be completed either via Facebook or directly by providing Meta Flow withregistration information required by Meta Flow which may be comprised of: yourname, photograph, phone number, e-mail address, date of birth, gender, andother demographic information. You shall provide accurate, complete andup-to-date information in connection with the use of the Services.
During the registration process, you will berequired to choose a password and username for your Account. You are solely andfully responsible for maintaining the confidentiality of the login credentials(e-mail, username and password) of your Account and for all activities thatoccur under your Account.
You agree not to disclose your logincredentials to any third party. If you forget your password, you can requestthrough the Services to have a new password issued and sent to your registerede-mail address. Your Account is at risk if you let someone else use itinappropriately and we reserve the right to terminate your Account if wedetermine that you or anyone using your Account violates these Terms.
You must notify us immediately of anyunauthorized use of your Account or login credentials or any other breach ofsecurity to which you become aware. We cannot and will not be liable for anyloss or damage arising from any failure of yours to comply with the Terms orfrom any unauthorized use of your Account or any other breach of security. Youshall be liable for the losses of Meta Flow and/or others due to any such use.
NOTE THAT TERMINATING YOUR ACCOUNT MAY CAUSE THELOSS AND/OR UNAVAILABILITY OF CONTENT, FEATURES, OR CAPACITY WITH REGARD TOYOUR ACCOUNT. META FLOW SHALL NOT BE LIABLE IN ANY WAY FOR SUCH UNAVAILABILITYAND/OR LOSS.
5. Initial Set-Up and On-Going Updates.
In order for a User to begin use ofthe Services, a User must create an initial Personal Physical Profile (the “BaselinePersonal Physical Profile”) by following the instructions provided by theApp, which may include the following: (i) preform an initial calibration of theLumen Device; (ii) upload photographs of and provide a description of the mealsyou consume during your first week using the Services; (iii) log user activities required by the LumenServices, including workouts, sleep quality/duration, bowel movements, etc., andby allowing the Lumen App to access and link to other mobile applications suchas Apple Health Kit, Samsung Health, etc..; (iv) log any changes to yourweight; (v) fill in questionnaires with respect to your personal motivationand/or goal (collectively: “Physical Information”). Please be sure to provide accurate and completeinformation in preforming all the Baseline PersonalPhysical Profile activities in order to provide Meta Flow with an accurate BaselinePersonal Physical Profile.
In order to ensure the Services arebest suited to your personal preferences and needs, you may be required toupdate your Personal Physical Profile on an ongoing basis in accordance withthe on-going changes of your Physical Information.
6. Social Groups
Users may, in their sole discretion, choose toparticipate in the Meta Flow social groups (“Social Groups”), whichprovides a forum for Users to share their Personal Physical Profile and/or anypart thereof, their stories, photographs and any such other User-GeneratedContent (as defined below) with other Users. If you do not wish to participatein a Social Group to which you have been invited please do not accept suchinvitation.
META FLOW IS NOT RESPONSIBLE FOR ANYUSER-GENERATED CONTENT EXCHANGED BY USERS VIA SOCIAL GROUPS.
7. User Representations and Undertakings
Yourepresent and warrant at all times throughout your use of the Services that:(i) you have full authority to agree to these Terms, and there is norestriction, limitation, contractual obligation or statutory obligation whichprevents you from fulfilling your obligation under these Terms; (ii) you areand will continue to be in compliance with all applicable laws, rules, andgovernmental (state, local, and community) and regulatory levies andrequirements relating to your use of and access to the Services; (iii) your useof the Services has not been previously blocked, suspended or terminatedincluding under different accounts; (iv) you will not authorize a third partyto do any of the foregoing; and (v) you will not infringe or violate the Terms
8. Use Restrictions
Thereare certain conducts which are strictly prohibited in our Services. Please readthe following restrictions carefully. Your failure to comply with theprovisions set forth herein may result (at MetaFlow’s sole discretion) in the termination of your access to theServices and may also expose you to civil and/or criminal liability.
You maynot, and may not allow any third party to: (i)copy, modify, adapt, translate, reverse engineer, decompile, or disassemble anyportion of the Services or any of the Meta Flow information and resources aboutthe Services, Meta Flow’s systems and technology and any other content relatedthereto (including contact information, videos, text, logos, button icons,images, data compilations, links, other specialized content, documentation,data, related graphics, intellectual property and other features (collectively,the “Content”) or other IntellectualProperty (as defined below), in any way or publicly display, perform, ordistribute them; (ii) make any use of the Services and/or Content on anywebsite or networked computer environment other than for your personal use inthe Website or App, or replicate or copy the Content without Meta Flow’s priorwritten consent; (iii) create a browser or border environment around MetaFlow’s Services, Content and any part thereof (no frames or inline linking);(iv) interfere with or violate any other User’s right to privacy or otherrights, or harvest or collect personally identifiable information aboutvisitors or users of the Service without their express and informed consent,including using any robot, spider, website search or retrieval application, orother manual or automatic device or process to retrieve, index, or mine, anydata or content; (v) use the Services to defame, abuse, harass, stalk,threaten, or otherwise violate the legal rights of others; (vi) transmit orotherwise make available in connection with our Services any virus, worm,Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, orprogram that may or is intended to damage or hijack the operation of anyhardware, software, or telecommunications equipment, or any other actually orpotentially harmful, disruptive, or invasive code or component; (vii) interferewith or disrupt the operation of our Services, or the servers or networks thathost our Services, or disobey any requirements, procedures, policies, orregulations of such servers or networks; (viii) sell, license, or exploit forany commercial purposes any use of or access to the Services, the IntellectualProperty, and the Content including use our Services, the Intellectual Propertyand/or the Content for non-personal or commercial purposes without Meta Flow’sexpress prior written consent or pursuant to an express written agreement withMeta Flow; (ix) frame or mirror any part of the Website without Meta Flow’sprior express written authorization; (x) create a database by systematicallydownloading and storing all or any of the Content from our Services; (xi)function as a service bureau and provide access to data generated from ourServices without the prior written consent of Meta Flow; or (xii) to transferand/or assign the User’s Account’s password, even temporarily, to a thirdparty; (xiii) upload, display, convey and/or otherwise communicate to Meta Flowor to any Users, any information, imagery and other content which isproprietary information of any third party without such third party’s explicitconsent; or (xv) use our Services for any illegal, immoral or unauthorizedpurpose.
9. User Generated Content
Certain features of the Servicesmay permit Users to post and edit content, nickname, photographs (personal andfood), fitness-related data, text, photos, report data gaps or errors and othertypes of works (collectively, “UserContent”) and to publish User Content on the Services. Please ensure thatwhen you use the Services, you respect the rights of others including anyintellectual property, other proprietary rights and privacy rights of thirdparties who may have an interest or right in connection with the User Contentyou upload and/or provide to Meta Flow or the Services. Meta Flow will not bear any liability for anyloss, damage, cost, or expense suffered or incurred as a result of or inconnection with uploading any User Content. Some User Content may only becontributed by you if you have created an Account or if you are a member of aSocial Group.
You hereby further acknowledge andagree that the User Content is non-confidential. You understand and agree thatyou are solely responsible for User Content uploaded by you and theconsequences of posting or publishing such User Content, on the Services, inany way. You hereby warrant that User Content uploaded by you is true, current,accurate and complete.
You represent and warrant that youare the rightful owner of the User Content you upload to the Services or thatyou have (and will continue to have at all times) all the necessary licenses,rights, consents, and permissions from the rightful owners of such User Contentand/or the subjects of such User Content (e.g. individuals appearing in anyphotos uploaded by the User, if such subjects’ consent is required underapplicable laws) and that such User Content does not infringe any third party'sintellectual property rights or other rights, including without limitation, anyprivacy rights, publicity rights, copyrights, or any other intellectualproperty rights.
ITIS THE USER’S SOLE RESPONSIBILITY TO OBTAIN ANY AND ALL CONSENTS REQUIRED UNDERANY APPLICABLE LAWS, REGARDING THE POSTING OF ANY PERSONAL INFORMATION OFOTHERS WHICH IS PART OF THE USER CONTENT, INCLUDING WITH RESPECT TO THEUPLOADING OF ANY PHOTOS AND TO ADHERE TO ANY APPLICABLE STATE AND FEDERAL LAWSREGARDING SUCH INFORMATION.
Without derogating from the above,you expressly agree that the User Content that you post or upload will notinclude (i) any spam, unsolicited promotions, advertising, contests or raffles;(ii) content which is unlawful, defamatory, libelous, harassing, offensive,indecent, pornographic, abusive, fraudulent, threatening or vulgar; (iii)content that unlawfully discriminates on the basis of race, origin, ethnicity, nationality, religion, gender,occupation, sexual orientation, illness, physical or mental disability, faith,political view or socio-economical class; (iv) content that encourages criminalbehavior or conduct that would constitute a criminal offense under any law, orcould give rise to civil liability or other lawsuit; or (v) content that might reasonably pose a risk to aperson’s safety, security or health. The above examples of unlawful andprohibited User Content do not constitute an exhaustive list.
Meta Flow is under no obligationto edit or control User Content that you or other Users post or publish, andwill not be in any way responsible or liable for User Content. Although MetaFlow has no obligation to screen, edit or monitor any of the User Content, MetaFlow explicitly reserves the right, at its sole discretion, to remove,edit, or blockwithout giving any prior notice,any User Contentavailable on the Services at anytime and for any reason, and you are solely responsible for creating backupcopies of and replacing any User Content you post on the Services at your sole expense.
If notified by a User or content ownerthat User Content allegedly does not conform to these Terms, we may investigatethe allegation and determine in our sole discretion whether to remove the UserContent, which we reserve the right to do at any time and without notice. Whenyou upload, post, publish or make available any User Content on the Services,you grant to Meta Flow an irrevocable, perpetual, non-exclusive, royalty-free,transferable, assignable, fully sub- licensable and worldwide license, to use,reproduce, distribute, transmit, create derivative works of, display, copy,make available to the public and perform that User Content, in connection withthe Services, whether through the Internet, mobile devices or otherwise, in anymedia formats and through any media channels known today and developed in thefuture. Meta Flow shall not bear any liability for any use by any third partyof the User Content. In addition, you hereby explicitly waive any moral rightyou may have in and to the User Contentand forever waive and agree not to claim or assert any entitlement to any andall moral rights in any of the User Content.
11. Payments and Fees
1.1. Inaddition to the purchase price of the Lumen Device, subscribing to the LumenServices (“Subscription”) and Account registration may be subject to paymentof certain fees (either onetime payment or periodic) to Company, as shall bepresented to you at the time of subscription/registration (the "SubscriptionFees").
12. Product Descriptions
We have made every effort so that our Websitedisplays the dimensions and colors of our products as accurately as possible.However, the colors you see in our products will depend on your displayingdevice (e.g. mobile phone, computer). We do not warrant that the productdescriptions are accurate, complete, reliable, current, or error-free. If aproduct offered by our Website is not as described, your sole remedy is toreturn it unused and with the full contents of its packaging in accordance withour return policy (as described within our “Order, Return and Refund Policy”below).
13. Intellectual Property Rights
MetaFlow hereby grants you with a limited, personal, non-exclusive, terminable,non-assignable, non-sublicensable, time limited, non-transferrable license touse the Services subject to the terms and conditions in this agreement. Exceptfor the limited right to access and use the Services as permitted hereunder,and except for ownership of the hardware component of the Lumen Device bypurchasers of the Lumen Device, these Terms do not entitle you to any right inand/or to any of the Services, including without limitation the App, the Lumen Device,and/or the Website.
Allreferences in these Terms to the purchase or sale of the Lumen App, LumenDevices or of Services or any part thereof, shall include the sale, lease,licensing, rental, subscription or other transfer, conveyance or disposal ofany product (including, for the removal of doubt, any related service; howeverthe parties intend and agree that as the Lumen App, the Lumen Devices and/orServices include software (including, without limitation, any firmware) suchsoftware is not being sold, but shall only be licensed in accordance with theterms and conditions of these Terms.
MetaFlow’s marks and logo (whether or not registered) and all other proprietaryidentifiers used by Meta Flow in connection with the Service (the “Meta FlowTrademarks”) are all trademarks and/or trade names of the Company,whether they are registered or not. All other trademarks, trade names,identifying marks and logos might appear in the service belongs to their rightowners (“Third Party Trademarks”). No right, license, or interest toMeta Flow Trademarks or Third Party Trademarks is granted hereunder, and youagree that no such right, license, or interest shall be asserted by you withrespect to Meta Flow’s Trademarks and therefore you will avoid using any ofthose marks unless such use was specifically authorized in the Terms.
OurServices, the Content and any and all intellectual property rights pertainingthereto, including, but not limited to, inventions, patents and patentapplications, trademarks, trade names, logos, copyrightable materials,graphics, text, images, designs (including the"look and feel" of our Services),specifications, methods, procedures, information, know-how, algorithms, data,technical data, interactive features, source and object code, files,interface and trade secrets, whether or not registered or capable of beingregistered and all enhancements, modifications and derivatives thereof(collectively, “Intellectual Property”), are owned and/or licensed toMeta Flow and subject to copyright and other applicable intellectual propertyrights under Israeli laws, foreign laws and international conventions.
Our Servicesavailability and functionality depends on various factors, such ascommunication networks. Meta Flow does notwarrant or guarantee that our Services willoperate and/or be available at all times without disruption or interruption, orthat it will be error-free.
15. Changes to Our Services
Meta Flow reservesthe right to modify, correct, amend, enhance, improve, make any other changesto, or discontinue, temporarily or permanently our Services (or any part thereof, including but not limited to theContent) without notice, at any time and at its sole discretion. In addition, you hereby acknowledge that the contentprovided under our Services may be changed,extended in terms of content and form or removed at any time without any noticeto you. You agree that Meta Flow shall not beliable to you or to any third party for any modification, suspension, ordiscontinuance of our Services or the contentincluded in our Services.
16. Disclaimer and Warranties
META FLOW DOES NOT WARRANT OR MAKE ANYREPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE OR OPERATE, OR THERESULTS OF THE USE OF THE CONTENT AVAILABLE ON OUR SERVICES. YOU AGREE AND ACKNOWLEDGE THAT THE USE OF OUR SERVICESIS ENTIRELY AT YOUR OWN RISK.
META FLOW DOES NOT WARRANT OR MAKE ANYREPRESENTATIONS REGARDING THE RESULTS OF THE LUMEN DEVICE OR THE ACCURACY OFUSER’S METABOLIC DATA.
YOU ASSUME FULL RESPONSIBILITY FOR ANY USE OFTHE SERVICES NOT IN ACCORDANCE WITH META FLOW INSTRUCTIONS.
META FLOW SHALL NOT BE LIABLE FOR ANY DAMAGESWHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL,INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IT WAS CAUSEDCONSEQUENTLY OR IN CONNECTION WITH THE USE OF THE SERVICES, OR ANY OTHER INFORMATIONEMERGING FROM USING THE SERVICE, WHETHER OR NOT META FLOW HAD BEEN INFORMED OFSUCH POSSIBLE DAMAGE.
OURSERVICES ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT ANY WARRANTIES OF ANYKIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE ORNON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR APARTICULAR PURPOSE OR FUNCTION. META FLOW DISCLAIMS AND MAKES NOREPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, QUALITY, AVAILABILITY,RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, USEFULNESS, OREFFECTIVENESS OF ANY CONTENT AVAILABLE ON OUR SERVICES INCLUDING ANYSUGGESTIONS. THE USE OF OUR SERVICES IS ENTIRELY AT YOUR OWN RISK AND META FLOWSHALL HAVE NO LIABILITY RELATING TO SUCH USE. META FLOW DISCLAIMS RESPONSIBILITYFOR ANY AND ALL INFORMATION UPLOADED OR COMMUNICATED THROUGH THE SERVICES BYUSERS.
METAFLOW DOES NOT WARRANT THAT THE OPERATION OF OUR SERVICES IS OR WILL BE SECURE,ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERROR, OR FREE OF VIRUSES, WORMS,OTHER HARMFUL COMPONENTS, OR OTHER PROGRAM LIMITATIONS.
17. Limitation of Liability
IN NO EVENT SHALL META FLOW, INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS AND ITS AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF OUR SERVICES, OR THE USE OR INABILITY TO USE OUR SERVICES, THE CONTENT, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF META FLOW TO PERFORM UNDER THESE TERMS, ANY OTHER ACT OR OMISSION OF META FLOW BY ANY OTHER CAUSE WHATSOEVER; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER META FLOW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOACTION MAY BE BROUGHT BY YOU FOR ANY BREACH OF THESE TERMS MORE THAN ONE (1)YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION. AS SOME STATES DO NOT ALLOW THEEXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEN SUCHLIMITATIONS ONLY MAY NOT APPLY TO A USER RESIDING IN SUCH STATES.
SUCHLIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO ALL CLAIMS FOR DAMAGES,WHETHER BASED IN AN ACTION OF CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE,TORT, OR OTHERWISE. YOU HEREBY ACKNOWLEDGE AND AGREE THAT THESE LIMITATIONS OFLIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATIONFOR META FLOW’S SERVICES TO YOU, AND SUCH LIMITATIONS WILL APPLYNOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, ANDEVEN IF META FLOW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIESAND/OR DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THEFULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENTSHALL META FLOW’S CUMULATIVE LIABILITY TO YOU EXCEED AMOUNTS PAID TO META FLOWFOR YOUR USE OF THE SERVICE. IF YOU HAVE NOT MADE ANY PAYMENTS TO META FLOW FORTHE USE OF THE SERVICE OR IF NO PAYMENTS WERE MADE ON YOUR BEHALF, THEN METAFLOW SHALL NOT HAVE ANY LIABILITY TOWARDS YOU.
Youagree to defend, indemnify and hold harmless Meta Flow from and against any andall claims, damages, obligations, losses, liabilities, costs, debts, andexpenses (including but not limited to attorney's fees) made against orincurred by Meta Flow arising directly or indirectly from: (i) your use of ourServices not in accordance with Meta Flow’s instructions; (ii) your violationof any term of theseTerms; (iii) any damage of any sort, whetherdirect, indirect, special or consequential, you may cause to any third partywhich relates to your use of our Services (including your violation of anythird party rights); (iv) any claim for financial remedies or othercompensations due to a decision that was taken or not taken or any action thatwas made or not made based on the Content, output or any other data resultingfrom the use of the Services; and (v) your violation of any applicable law orregulation.
19. Amendaments to the Terms
MetaFlow may change the Terms from time to time, at its sole discretion and withoutany notice. We will notify regarding substantial changes of these Terms on thehomepage of the Website and/or the App and/or we will send you an e-mailregarding such changes to the e-mail address that you provided duringregistration. Such substantial changes will take effect seven (7) days aftersuch notice was provided on our Website or sent via email. Otherwise, all otherchanges to these Terms are effective as of the stated “Last Revised” date andyour continued use of our Services the Last Revised date will constituteacceptance of, and agreement to be bound by, those changes.
20. Termination of the Services
At anytime, Meta Flow may block your access to our Services and/or temporarily orpermanently limit your access to our Services, at its sole discretion, inaddition to any other remedies that may be available to Meta Flow under anyapplicable law. Such actions by Meta Flow may be taken if Meta Flow deems thatyou have breached any of these Terms in any manner.
Additionally,Meta Flow may at any time, at its sole discretion, cease the operation of ourServices or any part thereof, temporarily or permanently, without giving anyprior notice. You agree and acknowledge that Meta Flow does not assume anyresponsibility with respect to, or in connection with the termination of ourServices operation and loss of any data except with respect to pre-paidpro-rated fees paid for future access to the Services.
21. Platform Providers
Bydownloading the App from a third-party mobile application marketplace (e.g. AppStore), a service provider or distributor (“App Providers”), your use ofthe App may also be subject to the rules of use of the App Providers (“Rulesof Use”). Note that the Rules of Use may apply to you and it is yourresponsibility to determine whether and to what extent the Rules of Use applyto you. You agree to meet all the Rules of Use of the App Providers that applyto you.
Such App Providers are independentfrom the Service. You hereby acknowledge that Meta Flow has no control oversuch App Providers, and further acknowledge and agree that Meta Flow is notresponsible for the availability of App Providers, and does not endorse nor isit responsible or liable for any goods, services, content, advertisements,products, or any materials available on and/or through such App Providers.
22. Misconduct and Copyright Agent
We care for your safety andwell-being. If you believe a User acted inappropriately including, but notlimited to, offensive, violent or sexually inappropriate behavior or content, please report immediately suchperson to the appropriate authorities and to us.
Meta Flow respects theintellectual property rights of others. If you believe that your work has beencopied in a way that constitutes copyright infringement, please provide thefollowing information in writing to the Meta Flow’s Copyright Agent: (i) aphysical or electronic signature of a person authorized to act on behalf of theowner of the copyright; (ii) a description of the copyrighted work that youclaim has been infringed; (iii) a description of the material that you claim tobe infringing or to be the subject of infringingactivity and that is to be removed or access to which is to be disabled andinformation sufficient to permit theMeta Flow to locate the material (including URL address or screen capture ofsuch infringing activity); (iv) information so that Meta Flow can contact you,such as address, telephone numberand e-mail address; (v) a statement that you believe in good faith that use ofthe material in the manner complained of is not authorized by the copyrightowner, its agent, or the law; (vi) a statement that the information in thenotification is accurate and, under penalty of perjury, you are the copyrightowner or are authorized to act on behalf of the owner of a copyright that isallegedly infringed. The Meta Flow’s Copyright Agent can be reached at [________________].
These Terms do not, and shall notbe construed to create any partnership, joint venture, employer- employee,agency, or franchisor-franchisee relationship between the parties hereto. Anyclaim relating to the Service or use of the Service will be governed by andinterpreted in accordance with the applicable laws as described herein. Anydispute arising out of or related to your use of the Website and/or the Servicewill be brought in, and you hereby consent to the exclusive jurisdictions andvenues of the following competent courts and under the following governing law:
a) If your primary residence is inthe USA, the law governing the relationship between you and Company and theexclusive jurisdiction shall be: the laws of the state of New York and the cityof New York (respectively); b) If your primary residence is inEurope, the law governing the relationship between you and Company and theexclusive jurisdiction shall be: the laws of England and Wales and the city ofLondon (respectively); c) If your primary residence is inIsrael or in any other territory not mentioned in a) or b) above, the lawgoverning the relationship between you and Company and the exclusivejurisdiction shall be: the laws of the State of Israel and the city of TelAviv.
If any provision of these Terms isfound to be unlawful, void, or for any reason unenforceable, then thatprovision will be deemed severable from these Terms and will not affect thevalidity and enforceability of any remaining provision. You may not assign,sublicense or otherwise transfer any or all of your rights or obligations underthese Terms without Metaflow's prior express written consent. No waiver byeither party of any breach or default hereunder will be deemed to be a waiverof any preceding or subsequent breach or default. Any heading, caption orsection title contained herein is inserted only as a matter of convenience, andin no way defines or explains any section or provision hereof. These Terms arethe entire terms and conditions between you and Metaflow relating to thesubject matter herein and supersedes any and all prior or contemporaneouswritten or oral agreements or understandings between you and Metaflow. Noticesto you may be made via email or regular mail. Our Service may also providenotices of changes to these Terms or other matters, by displaying such noticesor by providing links to such notices. Without limitation, you agree that aprinted version of these Terms and of any notice given in electronic form shallbe admissible in judicial oradministrative proceedings based upon or relating to these Terms to the sameextent and subject to the same conditions as other business documents andrecords originally generated and maintained in printed form.
If you have any questions (orcomments) concerning the Terms or the Service, you are welcome to send us anemail to the following address, and we will make an effort to reply within areasonable timeframe: firstname.lastname@example.org.
By contacting us, you representthat you are free to do so and that you will not knowingly provide Metaflowwith information that infringes upon third parties’ rights, including anyintellectual property rights. You further acknowledge that notwithstandinganything herein to the contrary, any and all rights, including intellectualproperty rights in such information provided, shall belong exclusively toMetaflow, and Metaflow may use or refrain from using any such information atits sole discretion.
ORDER, RETURN AND REFUND POLICY
1. Product Description
The Lumen product is comprised of the Lumen Device and the LumenApp. The Lumen Device measures your metabolism by analyzing the composition ofyour breath and the Lumen App provides you with insights and input with respectto such measurements. Through the Website, at [link to orders site], we offer you to purchase theLumen Device and other accessories or auxiliary services and products(collectively with the Lumen Device and a subscription to the Lumen App the"Products"), at a price presented to you at the time youcomplete the purchase through the Website or through the Lumen App (asapplicable). We may occasionally change the prices of Products at our solediscretion.Please note, most benefits of the Lumen Device may only beexercised when coupled with a valid subscription to the Lumen App.
2. Order, Shipment and Delivery
3. Limited One (1) Year WarrantyPolicy
4. Return and Refund Policy
We areconfident that you will enjoy the Lumen Product. However, according to ourReturn Policy, if you are not completely satisfied with your Lumen Device ,youare entitled to return your Lumen Device and receive a refund subject tocompliance with this section 4..To beeligible for a return and refund, (i) you must notify us in writing sent byemail to email@example.com of your wish to cancel your purchase andreturn you Lumen Device, within 14 days of date the Lumen Device was deliveredto you or to your address, as documented by the applicable shipping anddelivery agent, together with a receipt or other proof of purchase, (ii) youmust return the Lumen Device to MetaFlow address at your own cost within 14days of your written notice of return, and (iii) your item must be returned toMetaflow unused and in the same condition that you received it. It must also bein the original packaging, include all materials that came in the packaging andhave the charging dock and cable. Once theabove has been completed Metaflow will provide a refund of the Lumen Deviceprice you paid. In any event shipping costs borne by User for products whichhave already been shipped to User, will not be reimbursed or refunded. Youshould consider using a trackable shipping service or purchasing shippinginsurance to ensure the returned Lumen Device is not lost during delivery toMetaflow. .We doour best to make returns and exchanges as simple as possible. If youare entitled to a refund in accordance with the above, your refund will beprocessed, and a credit will automatically be applied to your credit card ororiginal method of payment.