Terms of Service
Welcome to metroly. We’re glad you’re here, and we hope you enjoy everything we have to offer.
Please read these Terms of Service (“Terms”) carefully because they are a binding agreement between you and metroly, inc. (“metroly” or “we”).
Please note that we offer many services, and these Terms apply to all of them. If you have received access to metroly through your organization, then your use of our Sites and services is also governed by a separate agreement between metroly and your organization that provides for payment and other terms that are not covered here. If you have entered into a separate agreement with metroly on behalf of your organization, you are responsible for ensuring that your users comply with the applicable terms of that agreement.
If you register on any Site for a free trial of a service, we will make the applicable trial service available on a trial basis free of charge from the time you create your account for the trial service until the expiration date of the free trial period for which you registered to use the trial service. During the free trial period, you may terminate the trial service at any time, and no charges will be made if you terminate it prior to the end of your free trial period.
At the end of the free trial period, you may choose the paid subscription plan for the trial service (“Subscription”) by accepting the consent to continue the trial service and create a payment account. Upon completion of payment, the Subscription will start and you may use the same account that you used during the free trial period.
The terms of the Subscription will be described in the corresponding purchase order. The Subscription will renew on a monthly, yearly, or other fixed-term basis, as described in the purchase order. If you wish to avoid auto-renewal of your Subscription, you must terminate it on the relevant Site before your renewal date. Subscriptions fees are collected on the first business day of the renewal period when the Subscription is automatically renewed.
If you terminate a Subscription in a timely manner, you may continue to use it until the end of your then-current term and you will not be entitled to receive any pro-rated refund based on the remainder of the then-current term. Your Subscription will not be renewed after your then-current term expires.
Improving metroly Services / Changes to Our Services
We’re constantly developing new technologies and features to improve our services. For example, we invest in artificial intelligence that uses machine learning to predict your location, who you meet, and what you may be meeting about, and your method of transportation. We use our technologies to recognize patterns in your data and customize our services for you, such as providing recommendations and classifying your meeting type. We will also check for illegal content. This analysis occurs as the content is sent, received, and when it is stored.
As part of this continual improvement, we sometimes add or remove features and functionalities, increase or decrease limits to our services, and start offering new services or stop offering old ones.
If we make material changes that negatively impact your use of our services or if we stop offering a service, we’ll provide you with reasonable advance notice, except in urgent situations such as preventing abuse, responding to legal requirements, or addressing security and operability issues.
In some cases, an account may be assigned to you by an administrator, such as your employer or educational institution. If you are using or logging into an account assigned to you by an administrator, additional terms may apply to your use of the Sites. Moreover, your administrator may be able to access or disable your account without our involvement.
Modifications and Termination
We reserve the right to modify our Sites at any time, with or without notice to you, so be sure to check back regularly. For example, we may add or remove functionality or features, and we may suspend or stop a particular feature altogether. We also reserve the right to charge a fee for any of our features at any time. If you don’t like any changes, you can stop using our Sites or delete your account at any time, and if you subscribe through your organization and your organization does not agree to our changes, they may cancel your subscription.
By continuing to use or log into a Site after these Terms have changed, you indicate your agreement to the revised Terms. If you do not agree to the changes, you should stop using or logging in to the Sites.
Your Use of the Sites and Our Services
You must use the Sites and our services in compliance with these Terms, and you may not use the Sites in a way that violates any laws, infringes on anyone’s rights, is offensive, or interferes with the Sites or any features on the Sites (including any technological measures we employ to enforce these Terms). You also may not copy or modify any Site or service, license or transfer our services to anyone else (unless we have agreed), reverse engineer our services, or remove any proprietary notices from our Sites or services.
It should be common sense, so we won’t bore you with a list of all the things you shouldn’t do. But if we (in our sole discretion) determine that you have acted inappropriately, we reserve the right to terminate your account, prohibit you from using the Sites, and take appropriate legal actions.
Using our Sites does not give you ownership of any intellectual property rights to the content you access. You may not use content from our Sites unless you obtain permission from us.
Permission to Use Your Content
Some of our services are designed to let you share your content. You have no obligation to provide any content to our services and you’re free to choose the content that you want to provide. You may only upload or share content if you have the necessary rights to do so and that the content is lawful.
Our Warranties and Disclaimers
We provide our services using a commercially reasonable level of care and promise to do our best to make sure you enjoy the services. But there are certain things that we don’t promise about our services.
OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS OF SERVICE, NEITHER METROLY, INC. NOR ITS AGENTS OR SERVICE PROVIDERS (THE “SERVICES ENTITIES”) MAKE ANY SPECIFIC PROMISES ABOUT THE SITES OR OUR SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY GUARANTEES ABOUT THE CONTENT WITHIN THE SITES, THE SPECIFIC FUNCTION OF THE SITES, OR THEIR RELIABILITY, AVAILABILITY, OPERATION WITHOUT INTERRUPTION, COMPATIBILITY WITH OTHER SOFTWARE OR SYSTEMS, SECURITY, ACCURACY OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE SITES AND OUR SERVICES “AS IS”.
WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Liability for Our Services
UNLESS METROLY OR THE SERVICES ENTITIES ARE LIABLE UNDER THE JAPANESE CONSUMER CONTRACT ACT OR OTHER LAWS, NEITHER METROLY NOR THE SERVICES ENTITIES SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THE SITES OR SERVICES OR ANY THIRD PARTY’S USE OF THE SITES OR SERVICES. THESE EXCLUSIONS INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST OF OPPORTUNITIES OR GOODWILL, LOST DATA, COMPUTER FAILURE, OR THE VIOLATION OF YOUR RIGHTS BY ANY THIRD PARTY, EVEN IF THE SERVICES ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED.
Unless otherwise provided by Japanese law, metroly’s total liability arising out of or relating to these Terms is limited to the greater of (1) US$500 or (2) 125% of the fees that you paid to use the relevant services in the 12 months before the breach. We have no responsibility for any claim of infringement arising from use of our Sites or services in combination with data or technology provided by a third party, modifications to our services that we did not make, or your data.
For Business Users and Organizations Only
If you’re a business user or organization, then to the extent allowed by applicable law:
You’ll indemnify metroly and our directors, officers, employees, and contractors for any third-party legal proceedings (including actions by government authorities) arising out of or relating to your unlawful use of the services or violation of these Terms. This indemnity covers any liability or expense arising from claims, losses, damages, judgments, fines, litigation costs, and legal fees.
The Sites may contain links to third-party websites. That doesn’t mean that we control or endorse those websites, or any goods or services sold on those websites.
If you do not comply with these Terms, and we don’t take action right away, this doesn’t mean we approve of your actions or won’t take action, or that we are giving up any rights that we may have (such as taking action in the future).
If it turns out that a particular provision in these Terms is not enforceable, that will not affect any other provision. You may not assign any of your rights or obligations under these Terms without our consent.
We may monitor your use of our Sites and services and collect data in relation to such use that we use to improve their performance and functionality. We will own the intellectual property rights in such aggregated data, and you agree that we may use such data as permitted by applicable law, but not in a way that identifies you personally. You will of course own the intellectual property rights in your own data that you enter into our Sites and services.
We reserve all rights that we do not expressly grant to you under these Terms. Except for the limited rights and licenses we expressly grant under these Terms, nothing in these Terms grants to you or any third party any intellectual property rights or other rights in our Sites, services, and any other intellectual property we provide to you in connection with our Sites and services, including data we collect in relation to your use of the Sites and services that we use to improve their performance and functionality (together, “metroly IP”). We own all right, title and interest in the metroly IP.
You hereby grant us a non-exclusive, royalty-free, worldwide license, for as long as metroly provides you services, to:
host, reproduce, distribute, communicate, and use your content — for example, to save your content on our systems and make it accessible from anywhere you go, and
sublicense these rights to our contractors who’ve signed agreements with us that are consistent with these Terms, only for the limited purposes of helping us provide our services to you.
Taking Action in Case of Problems
Before removing your information or suspending our terminating your access to our services, we’ll provide you with advance notice when reasonably possible, describe the reason for our action, and give you an opportunity to fix the problem, unless we reasonably believe that doing so would:
- cause harm or liability to a user, third party, or metroly
- violate the law or a legal enforcement authority’s order
- compromise an investigation
- compromise the operation, integrity, or security of our services
Removing Your Content
If we reasonably believe that any of your content (1) breaches these terms, (2) violates applicable law, or (3) could harm our users, third parties, or metroly, then we reserve the right to take down some or all of that content in accordance with applicable law. Examples include child pornography, content that facilitates human trafficking or harassment, and content that infringes someone else’s intellectual property rights.
Suspending or terminating your access to metroly services
metroly reserves the right to suspend or terminate your access to the services or delete your metroly account if any of these happen:
- you materially or repeatedly breach these Terms
- we’re required to do so to comply with a legal requirement or a court order
- we believe that you’re using the services or metroly IP for fraudulent or illegal activities, or our provision of services to you becomes illegal
- we reasonably believe that your conduct causes harm or liability to a user, third party, or metroly — for example, by hacking, phishing, harassing, spamming, misleading others, or scraping content that doesn’t belong to you, disrupting our services, or creating a security risk
If you believe your metroly account has been suspended or terminated in error, you can appeal by contacting us at email@example.com. We’ll try to reinstate your access to the services soon after the issue that caused us to suspend your use of the services is resolved, but we are not responsible for damage or loss to you as a result of a service suspension.
Of course, you’re always free to stop using our services at any time.
Settling Disputes, Governing Law, and Courts
Japanese law will govern all disputes, legal actions and proceedings arising out of or relating to these Terms, or any services we provide to you under these Terms, regardless of conflict of laws rules. Any such dispute will be resolved exclusively in the courts of Tokyo, Japan, and you and metroly consent to personal jurisdiction in those courts.
Your privacy is important to us at metroly. When you use our services you can be assured that we protect your information as we would our own personal information.
The Information metroly Collects
We collect the following personal data to provide our services (your name, company name, title, email, phone number, and billing information. We also store the train stations nearest your home and office.)
metroly creates a copy of your calendar and uses information such as the time, date, location, invitees, title, and details of your events to build intelligent products and applications. We also collect information on how your invitees respond to your events and any changes that occur to the event over time.
When you can make changes in metroly, such as when you classify your events with attributes such as a “customer visit” or change the station that metroly selects for your events we store your changes.
Why We Collect Data
metroly collects your data to provide our intelligent calendar services. We analyze the data to improve our services so your experience gets better and better. Your data will assist us in developing new services. metroly uses your data to measure performance, adoption and to provide you with communication regarding our services such as product improvements and marketing. metroly also collects your data to provide personalized recommendations on the way you use your time.
Who We Share Your Data With
We never share your data with third parties. The only time we will share your data will be when we are legally required to do so, or if we believe it is necessary to access your data without consent in order to prevent physical or monetary harm.
If your employer purchases metroly on your behalf and your calendar is maintained by your employer, your data will be shared with your employer if requested.
Deleting Your Data
When you or your employer cancels your subscription metroly will continue to store the data for 90 days. Contact metroly if you require your data to be deleted immediately.
Last updated: 2021/10/14