Terms of Service
IntelaMetrix Holdings, Inc.
IntelaMetrix Holdings, Inc. ("IntelaMetrix," "BodyMetrix," or "the Company," collectively referred to as "we," "us," or "our") operates the BodyMetrix Ultrasound System platform, including our eCommerce storefront (our current primary software platform), associated hardware, and any related services (collectively, the "Platform"). These Terms of Service ("Terms") govern your access to and use of the Platform. By placing an order or creating an account, you agree to these Terms.
Note: IntelaMetrix is developing the BodyMetrix App cloud platform, which will replace BodyView within approximately nine months. These Terms will be updated prior to that transition. IntelaMetrix is a FDA Class I medical device company. Nothing in these Terms constitutes medical advice.
1. Eligibility
You must be at least 18 years of age with legal capacity to enter a binding agreement. By using the Platform you confirm you meet these conditions.
2. Account Registration
- You are responsible for maintaining the confidentiality of your account credentials.
- You must provide accurate, complete registration information and keep it current.
- You are responsible for all activity that occurs under your account.
- Notify us immediately at support@BodyMetrix.com if you suspect unauthorized account access.
3. Products & Orders
3.1 Device Sales
Sales of the BodyMetrix hardware are subject to availability. All hardware sales are final unless the device is defective upon arrival (see Section 10, Warranty).
3.2 Subscriptions
Software subscriptions are sold on a recurring basis (monthly or annual). By enrolling, you authorize IntelaMetrix to charge your payment method on file at the agreed billing interval.
3.3 Order Acceptance
We reserve the right to refuse or cancel any order at our discretion and will notify you promptly with a full refund if your order is cancelled.
3.4 Pricing
Prices are displayed in U.S. dollars exclusive of applicable taxes. We may change prices for active subscribers with 30 days' written notice; changes take effect at the next renewal. IntelaMetrix will provide written notice of the upcoming renewal no fewer than thirty (30) days prior to the renewal date.
4. Payment Terms
- Payments are processed by our Payment Platform. IntelaMetrix does not store raw payment card data.
- Subscriptions renew automatically at the then-current rate unless cancelled before the renewal date.
- Overdue balances accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower.
- Payment Failure. If a subscription renewal payment fails, IntelaMetrix will attempt to process payment for ten (10) days (the Payment Retry Period). If payment is not received, a Lapse is declared. Device access remains active for an additional thirty (30) day grace period. If payment remains outstanding after the grace period, access is suspended.
- All fees are non-refundable except as stated in Section 5 or as required by applicable law.
5. Subscription Cancellation & Refunds
You may cancel your subscription at any time through your account dashboard or by contacting support@BodyMetrix.com. Cancellation takes effect at the end of the current billing cycle. No prorated refunds are issued for mid-cycle cancellations unless required by applicable law.
Hardware Refund Policy. Defective devices may be returned within 30 days of Device activation for a full refund. You must return the Device in original condition and terminate the account. Return shipment is at your expense. Refunds are processed within fourteen (14) business days of Device receipt and account closure confirmation.
6. BodyView Software — Local Data Storage
Body composition measurement data is stored locally on your PC only.
The BodyView software stores all measurement data, client records, and readings in a local database on the PC where it is installed. This data is not transmitted to, stored by, or accessible by IntelaMetrix. IntelaMetrix has no ability to view, retrieve, back up, or restore your measurement data.
The BodyView software makes periodic network calls to IntelaMetrix servers for license validation only. These calls transmit limited technical identifiers (IP address, device ID, license key, software version). No measurement or client data is included in these calls.
You are solely responsible for:
- Maintaining appropriate backups of your locally stored BodyView data.
- Securing your PC and local database against unauthorized access.
- Complying with any applicable laws governing data you collect from your own clients, including HIPAA if you are a covered entity or business associate.
- The consequences of hardware failure, data loss, or corruption of your local BodyView database.
IntelaMetrix provides no data recovery services and accepts no liability for loss of locally stored measurement data.
7. Medical Device Disclaimer
The BodyMetrix Ultrasound System is an FDA Class I medical device intended for body composition assessment purposes only. Results and measurements generated by the device are not intended for medical diagnosis, treatment decisions, or clinical decision-making. IntelaMetrix does not represent that the device or software will diagnose, treat, cure, or prevent any medical condition.
You agree to use the BodyMetrix system only in accordance with its intended use, applicable training requirements, and all applicable federal, state, and local laws.
Provider Use. If you are a fitness professional, trainer, coach, or other professional using the BodyMetrix system in a commercial or professional capacity, all use remains governed solely by these Terms of Service and the IntelaMetrix Master EULA.
8. Intellectual Property
All content on the Platform — including software, algorithms, trademarks, trade dress, and documentation — is owned by or licensed to IntelaMetrix Holdings, Inc. You are granted a limited, non-exclusive, non-transferable license to use the Platform solely for your own legitimate business or personal purposes.
You may not: copy, modify, reverse-engineer, or create derivative works; resell, sublicense, or redistribute software; share license keys with unauthorized users; or remove any proprietary notices.
9. Acceptable Use
- Do not use the Platform for any unlawful purpose or in violation of any applicable regulation.
- Do not upload or transmit malware, viruses, or code designed to disrupt or damage systems.
- Do not attempt to circumvent, disable, or interfere with license validation mechanisms.
- Do not attempt to gain unauthorized access to any part of the Platform or its infrastructure.
- Do not share account credentials or license keys with unauthorized individuals.
10. Warranty
Hardware Warranty
IntelaMetrix warrants that BodyMetrix hardware will be free from defects in materials and workmanship for twenty-four (24) months from the date of Device activation. This warranty does not cover damage caused by misuse, unauthorized modification, or normal wear and tear. Providers will be entitled to enhanced warranty coverage upon transition to the BodyMetrix App platform, expected within approximately nine months.
Software Warranty
We warrant that the BodyView software will perform materially in accordance with its current documentation during your active subscription. Our sole obligation for a breach is commercially reasonable correction or, if correction is not feasible, a prorated refund for unused prepaid subscription fees.
Disclaimer
EXCEPT AS STATED ABOVE, THE PLATFORM IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. INTELAMETRIX EXPRESSLY DISCLAIMS ANY WARRANTY WITH RESPECT TO LOCALLY STORED DATA, INCLUDING ANY WARRANTY AGAINST DATA LOSS OR DATABASE CORRUPTION.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTELAMETRIX HOLDINGS, INC.'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO INTELAMETRIX IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM GIVING RISE TO LIABILITY.
IN NO EVENT WILL INTELAMETRIX BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, LOSS OF LOCALLY STORED MEASUREMENT DATA, OR LOSS OF GOODWILL.
Nothing in these Terms limits liability that cannot be excluded by law, including liability for death or personal injury caused by negligence, or for fraud.
12. Indemnification
You agree to defend, indemnify, and hold harmless IntelaMetrix Holdings, Inc. and its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Platform in violation of these Terms; (b) your violation of any applicable law, including any privacy or healthcare regulation governing data you collect from your own clients; (c) loss or exposure of locally stored BodyView data under your control; or (d) your infringement of any third-party right.
13. Governing Law & Dispute Resolution
These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.
Informal Resolution. Before initiating formal proceedings, contact us at legal@BodyMetrix.com with a written description of your dispute. IntelaMetrix will attempt informal resolution within 30 days.
Arbitration. Unresolved disputes will be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration seat is Wilmington, Delaware. The language of the arbitration is English. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. All proceedings are conducted on an individual basis — class actions are expressly waived.
JURY TRIAL WAIVER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY IRREVOCABLY WAIVES ALL RIGHTS TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS.
Exceptions. Either party may seek injunctive or other equitable relief from a court of competent jurisdiction without prior arbitration to protect intellectual property rights or confidential information where irreparable harm is threatened. Venue for any such court proceeding is exclusively in the state or federal courts located in Wilmington, Delaware.
14. Changes to These Terms
IntelaMetrix may update these Terms at any time. Material changes will be communicated by email at least 20 days before taking effect. Continued use of the Platform after the effective date constitutes acceptance.
15. Contact
IntelaMetrix Holdings, Inc. — Legal
2010 Elkins Way, Suite 2, Brentwood, CA 94513
legal@BodyMetrix.com
916-840-0096