Customer Agreement

Last Updated: 2026-09-23

This Customer Agreement (the "Agreement") is a binding contract between you (the "Customer", "you", or "your") and Mettle Labs LLC, a Texas limited liability company ("Mettle", "we", "us", or "our"). It governs your access to and use of Mettle's software-as-a-service platform (the "Services", available at app.withmettle.com) and our marketing website at withmettle.com (the "Website").

By creating a Mettle account, clicking "I agree," visiting the Website, or using the Services, you accept this Agreement. If you are accepting this Agreement on behalf of a business or other legal entity, you represent that you have the authority to bind that entity. If you do not have that authority or do not accept these terms, do not use the Services or Website.

This Agreement incorporates our Privacy Policy and our Cookie Notice by reference.

Visitors to the Website. If you visit the Website without creating an Account, the Sections of this Agreement that do not require an Account apply to your visit — specifically Sections 8 (Acceptable Use), 9 (Intellectual Property), 10 (Copyright Complaints), 12 (Warranties), 14 (Indemnification), 17 (Governing Law and Dispute Resolution), and 18 (General). The limit on Mettle's liability to Website visitors (people without an Account) is US$100 in total, not the cap in Section 13.1.

PLEASE READ CAREFULLY. SECTION 13 LIMITS METTLE'S LIABILITY. SECTION 17 REQUIRES BINDING ARBITRATION AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION.

1. Definitions

• "Account" — the Customer's account on the Services, including the user accounts of the Customer's staff.
• "Member" — an individual who interacts with you through the Services (for example, a paying member, prospect, or guest).
• "Member Data" — personal information about Members that you collect, upload to, or generate within the Services.
• "Customer Data" — all data and content you submit to the Services, including Member Data, business records, agreements, and configurations.
• "Subscription Fees" — the recurring fees you pay Mettle for access to the Services, as described in Section 4.
• "Stripe" — Stripe, Inc. and its affiliates, the payment processor used for both your Mettle subscription and your payment processing for Members.

2. The Services

2.1 What the Services Do

Mettle provides software that helps Customers manage members, schedule sessions, accept payments from Members through Stripe Connect, and run their business operations. Features can change over time, subject to the notice and termination rights in Section 16.

2.2 License

Subject to your compliance with this Agreement and timely payment of Subscription Fees, Mettle grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services for your internal business operations during the Term.

2.3 What the Services Do NOT Do

• We are not a payment processor. Stripe processes all payments. When you connect your Stripe account, you enter a separate agreement with Stripe (the Stripe Connected Account Agreement).
• We are not a financial advisor, tax advisor, accountant, or attorney. Use of the Services does not create any such relationship. Consult appropriate professionals for advice.
• We are not a healthcare provider. The Services do not provide dedicated fields for member health information. Mettle is not a HIPAA-covered entity or business associate. You will not upload Protected Health Information (as defined under HIPAA) to the Services unless Mettle has executed a separate Business Associate Agreement with you. Uploading PHI without a BAA is a breach of this Agreement.
• We do not warrant fitness for any particular use. See Section 12.

2.4 Beta Features

Mettle may release features labeled "beta," "preview," "early access," or similar ("Beta Features"). Beta Features are provided "as is," without warranty of any kind, and may be modified, replaced, or withdrawn at any time without notice. The disclaimers in Section 12 and the liability limits in Section 13 apply with full force to Beta Features. Beta Features are not subject to any service-level commitment for general-availability features.

3. Your Account

3.1 Account Creation

You must create an account to use the Services. You agree to provide accurate, current, and complete information at signup and to keep it current.

3.2 Security

You are responsible for:

• maintaining the confidentiality of your password and authentication credentials;
• all activity that occurs under your Account, whether or not you authorized it;
• promptly notifying us of any unauthorized access or security incident affecting your Account (email [email protected]).

We provide reasonable security measures (see our Privacy Policy), but Account security depends on your password practices, staff training, and access controls.

3.3 Staff Accounts

You may invite staff members to use your Account. You are responsible for:

• the actions of your staff members on the Services;
• assigning appropriate roles and permissions to limit access to Member Data;
• promptly removing access for staff who leave.

Each staff account is for an individual person. Do not share login credentials across people.

4. Subscription Fees and Billing

4.1 Pricing

Current Subscription Fees are published at withmettle.com/pricing. Fees include a base fee plus a per-seat fee for active staff beyond the account owner. Active seats are counted based on staff members with active role assignments at the time each invoice is generated.

4.2 Trial Periods

If your Account is offered a free trial, Subscription Fees are not charged during the trial and begin automatically when the trial ends, unless you cancel before then.

4.3 Billing Cycle

Subscription Fees are billed monthly in advance through Stripe. By providing a payment method, you authorize us (through Stripe) to charge the payment method for all Subscription Fees and applicable taxes.

If a payment fails, we will retry per Stripe's standard retry schedule. After repeated failures, we may suspend or terminate your Account (see Section 15).

4.4 Taxes

Subscription Fees exclude all taxes, levies, and duties. You are responsible for any sales tax, use tax, VAT, or similar tax assessed on your purchase of the Services, except taxes on Mettle's net income.

4.5 Price Changes

We can change Subscription Fees. We will give you at least 30 days' notice by email to the Account billing contact before a price change takes effect. If you do not agree, cancel before the change takes effect; otherwise, continued use is acceptance.

4.6 No Refunds

Subscription Fees are non-refundable except where required by law, where this Agreement expressly provides a refund (see Sections 15.3 and 16.1), or where Mettle has materially failed to provide the Services. If you cancel mid-cycle, your subscription remains active through the end of the current billing period and is not pro-rated.

4.7 Promotional Codes and Discounts

We may offer promotional codes that apply discounts to your Subscription Fees. Promotional codes are subject to their stated terms (eligibility, expiration, redemption limits). We can revoke or modify a promotional code if we have a good-faith basis to believe the code is being used contrary to its stated terms or applicable law.

5. Stripe Connect and Member Payments

5.1 You Are the Merchant of Record

When you accept payments from Members through the Services, you are the merchant of record for every transaction — you maintain the Member relationship, deliver the goods or services, and bear responsibility for refunds, chargebacks, and disputes. Mettle is not a party to those transactions and does not hold, transmit, or settle funds.

5.2 Your Stripe Agreement

To accept payments through the Services, you must:

• create a Stripe Connect account; and
• agree to and comply with the Stripe Connected Account Agreement, the Stripe Services Agreement, and any other agreements Stripe requires.

You are responsible for understanding and complying with those agreements. Stripe is a third party. Stripe's terms — not ours — govern Stripe's processing of your transactions and any fees Stripe charges.

5.3 Mettle's Fee

Mettle's fee for the Services is the Subscription Fee described in Section 4. Stripe charges its own processing fees on Member transactions, which you pay to Stripe per your Stripe agreement. Any change to how Mettle charges for the Services is subject to the notice requirements in Section 4.5.

5.4 Chargebacks, Refunds, and Disputes

You are solely responsible for handling chargebacks, refunds, and disputes with your Members. Mettle has no obligation to investigate, mediate, or resolve disputes between you and your Members. Stripe will administer chargebacks and refunds against your Stripe Connect account per Stripe's processes.

5.5 Member Agreements

The Services let you collect signed agreements (waivers, membership terms, etc.) from your Members. The text, validity, and enforceability of those agreements are your responsibility. Consult an attorney before deploying agreements that govern your relationship with Members.

6. Customer Data

6.1 You Own Your Data

As between you and Mettle, you retain all right, title, and interest in Customer Data. We do not claim ownership.

6.2 License to Operate the Services

You grant Mettle a worldwide, non-exclusive, royalty-free license to host, store, transmit, display, copy, and modify Customer Data solely as necessary to:

• operate and provide the Services to you;
• prevent, detect, and respond to fraud and security incidents;
• comply with law;
• improve the Services (using de-identified or aggregated data only).

This license terminates when we delete Customer Data per our retention policy (see our Privacy Policy).

6.3 No Use for Advertising or AI Training

We do not sell Customer Data. We do not use Customer Data or Member Data to train artificial intelligence or machine learning models, whether our own or any third party's. We do not share Customer Data with advertising networks. We may use de-identified and aggregated data that cannot reasonably be re-associated with you or any Member to improve the Services.

6.4 Data Export

You may export your Customer Data at any time through the Services (where export features are available) or by emailing [email protected]. After termination, we will make a reasonable effort to provide a one-time data export if you request it within 30 days. After that window, exports are not guaranteed.

6.5 Data Deletion

See our Privacy Policy for our retention and deletion approach.

7. Member Data (Data Processing)

When Mettle processes Member personal information as your service provider, the following applies:

7.1 Your Role; Our Role

You are the controller of Member Data (or the "business" under the California Consumer Privacy Act). Mettle is your processor (or "service provider") with respect to Member Data. We process Member Data only on your documented instructions, which include your configuration of the Services and the features you choose to use.

As the controller, you decide what Member Data to collect — including whether to collect a member photo, which you configure in your signup form — and you are responsible for providing members the notices and obtaining any consents required by law, and for having a lawful basis to collect and use that data. Mettle stores and processes it on your behalf, and deletes it on your instruction and under our retention policy.

7.2 Permitted Purposes

We process Member Data only to:

• provide and maintain the Services for you;
• prevent, detect, and respond to security incidents and fraud;
• comply with law; and
• improve the Services (using de-identified or aggregated data only).

We will not use Member Data for our own commercial purposes. We will not sell or share Member Data with third parties for cross-context behavioral advertising.

7.3 Subprocessors

We use third-party subprocessors under written contract to provide the Services, as described in our Privacy Policy. We require each subprocessor to provide protections substantially similar to those in this Agreement.

7.4 Security

We maintain administrative, technical, and physical safeguards as described in our Privacy Policy. We will notify you without undue delay after becoming aware of a security incident affecting your Member Data, and will provide information reasonably needed for you to meet your own notification obligations under law.

7.5 Member Rights Requests

If a Member contacts Mettle directly to exercise privacy rights, we will refer the Member to you. We will assist you in responding to verified rights requests where required by law.

7.6 Return or Deletion of Member Data

On termination of this Agreement, we will delete or return Member Data in accordance with our retention policy. See our Privacy Policy for timing.

7.7 Audits

You may audit our compliance with this Section by submitting a written request to [email protected]. We may satisfy audit obligations by providing documentation, certifications (when available), or written responses to reasonable questions. On-site audits are not available given Mettle's size; we will work with you in good faith on alternatives.

8. Acceptable Use

8.1 Prohibited Conduct

You will not, and will not let anyone:

• use the Services to violate any law or regulation;
• use the Services to harass, defame, defraud, or harm any person;
• upload viruses, malware, or other harmful code;
• attempt to gain unauthorized access to the Services, other Customers' accounts, or our infrastructure;
• probe, scan, or test the Services' vulnerability without our written permission;
• reverse engineer, decompile, or attempt to derive the source code of the Services (except to the extent this restriction is prohibited by law);
• copy, frame, or mirror any part of the Services for commercial purposes;
• use the Services to send spam or violate anti-spam laws (CAN-SPAM, CASL, etc.);
• use the Services to collect or store information about anyone without their consent where consent is required by law;
• resell, sublicense, or commercially exploit the Services without our written agreement; or
• use the Services in any way that interferes with other Customers' use of the Services.

You are responsible for ensuring your staff and Members comply with this section to the extent applicable.

8.2 Fair Use of Unmetered Features

Certain features of the Services are provided without volume limits or per-use charges — including member records storage, transactional email sent on your behalf, and receiving of email and messages. These unmetered features are provided for the bona fide operation of your fitness business and are subject to fair use.

Usage patterns that indicate the Services are being used for a purpose other than operating a fitness business — for example, storing member records that do not correspond to a genuine business relationship, using the Services primarily as a bulk data store, or using email features primarily as a general-purpose email-sending or email-receiving service — exceed fair use.

If we believe in good faith that your usage exceeds fair use, we will contact you first to understand your use and work toward a resolution. If the usage is not brought within fair use after that dialogue, we may treat it as a violation of this Section 8, with the consequences described in Section 15. Marketing email features are separately metered, require recipients' consent collected through the Services, and remain subject to the anti-spam obligations in Section 8.1.

9. Intellectual Property

9.1 Mettle's IP

The Services — including all software, designs, user interfaces, documentation, trademarks, and content (excluding Customer Data) — belong to Mettle and its licensors and are protected by intellectual property laws. Except for the license expressly granted in Section 2.2, this Agreement does not transfer any rights in the Services to you.

9.2 Feedback

If you provide feedback, suggestions, or ideas about the Services ("Feedback"), you grant Mettle a perpetual, irrevocable, royalty-free, worldwide license to use the Feedback for any purpose, without obligation to you.

9.3 Trademarks

"Mettle," the Mettle logo, and other Mettle marks are trademarks of Mettle Labs LLC. You may not use them without our prior written permission, except to identify Mettle as the provider of the Services.

10. Copyright Complaints (DMCA)

Mettle respects the intellectual property rights of others and expects users to do the same.

10.1 Notification of Claimed Infringement

If you believe content on the Services infringes your copyright, send a written notification (a "DMCA Notice") to our designated agent containing:

• a physical or electronic signature of the copyright owner or person authorized to act on their behalf;
• identification of the copyrighted work claimed to have been infringed;
• identification of the material that is claimed to be infringing, with information reasonably sufficient to allow us to locate it (e.g., a URL);
• your contact information (address, telephone number, email);
• a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and
• a statement, made under penalty of perjury, that the information in the notification is accurate and that you are the copyright owner or authorized to act on the owner's behalf.

10.2 Designated Agent

Mettle has registered a DMCA-designated agent with the U.S. Copyright Office. Current agent contact information is available in the U.S. Copyright Office's DMCA Agent Directory. DMCA Notices may also be sent by email to [email protected] with "DMCA Notice" in the subject line.

10.3 Counter-Notification

If you believe content of yours was removed in error or as a result of misidentification, you may send a counter-notification containing the elements required by 17 U.S.C. § 512(g)(3). On receipt of a valid counter-notification, we will restore the content within 10 to 14 business days unless the original complainant files a court action seeking a restraining order.

10.4 Repeat Infringers

We will terminate Accounts of repeat infringers in appropriate circumstances.

11. Confidentiality

Each party may receive non-public information from the other ("Confidential Information"). It includes the Services' non-public features, non-public pricing terms, and your non-public business information.

Each party will:

• use the other's Confidential Information only to perform under this Agreement;
• protect it with the same degree of care it uses for its own confidential information (no less than reasonable care); and
• not disclose it to third parties except to employees, contractors, and advisors with a need to know who are bound by confidentiality obligations no less protective than these.

Confidential Information does not include information that is or becomes public through no fault of the receiving party, was known before disclosure, is independently developed without use of the other party's Confidential Information, or is rightfully received from a third party without restriction.

12. Warranties and Disclaimers

12.1 Mutual Warranties

Each party represents and warrants that it has the legal power to enter into this Agreement and that doing so does not violate any other agreement to which it is a party.

12.2 Customer Warranties

You represent and warrant that:

• you will use the Services in compliance with this Agreement and all applicable laws;
• you have all necessary rights, consents, and authority to upload Customer Data and Member Data to the Services and to permit Mettle to process it as described in this Agreement;
• your collection and use of Member Data complies with applicable privacy laws (including, where applicable, COPPA, HIPAA, the California Consumer Privacy Act, and similar laws);
• you have provided Members with all required notices and obtained all required consents before submitting their information to the Services; and
• you will not use the Services for any high-risk activity where failure of the Services could result in personal injury, death, or significant property damage.

12.3 Disclaimer

EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." METTLE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. METTLE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. YOU USE THE SERVICES AT YOUR OWN RISK.

Some jurisdictions do not allow the exclusion of implied warranties; in those jurisdictions, the above exclusions apply only to the extent permitted by law.

13. Limitation of Liability

13.1 Cap on Damages

EXCEPT FOR THE EXCLUDED CLAIMS DESCRIBED IN SECTION 13.3, EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL SUBSCRIPTION FEES YOU PAID OR OWED TO METTLE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13.2 Exclusion of Consequential Damages

EXCEPT FOR THE EXCLUDED CLAIMS DESCRIBED IN SECTION 13.3, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.3 Excluded Claims

The limitations in Sections 13.1 and 13.2 do not apply to:

• your obligation to pay Subscription Fees;
• either party's indemnification obligations under Section 14;
• either party's breach of confidentiality obligations under Section 11;
• your violation of Section 8 (Acceptable Use) or Section 9 (Intellectual Property); or
• liability that cannot be limited under applicable law.

13.4 Basis of the Bargain

The fees under this Agreement reflect the allocation of risk in this Section 13. The parties would not enter into this Agreement without these limitations.

14. Indemnification

14.1 By You

You will defend, indemnify, and hold harmless Mettle, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, losses, damages, and expenses (including reasonable attorneys' fees) arising out of or related to:

• your use of the Services in violation of this Agreement or applicable law;
• your collection, use, or disclosure of Member Data or other Customer Data;
• a Member's claim against Mettle relating to a transaction, agreement, or service provided by you;
• your dispute with any Member, including chargebacks and refund disputes;
• your violation of Section 8 (Acceptable Use); or
• your infringement of any third party's intellectual property or other rights.

14.2 By Mettle

We will defend you against any third-party claim that the Services, as provided by Mettle and used in accordance with this Agreement, infringe a U.S. patent, copyright, or trademark of the claimant, and will pay any damages awarded against you (or amounts in settlement we approve in writing) directly resulting from such a claim. This obligation does not apply to claims arising from:

• Customer Data, Member Data, or other content you submit;
• modifications to the Services made by anyone other than Mettle;
• combination of the Services with products, services, or data not provided by Mettle, where the claim would not arise but for the combination; or
• your continued use of an allegedly infringing version of the Services after Mettle has provided a non-infringing alternative.

If the Services become, or are likely to become, the subject of an infringement claim, Mettle may: (a) procure your right to continue using the Services; (b) modify the Services to make them non-infringing; or (c) terminate this Agreement and refund any prepaid, unused Subscription Fees.

14.3 Procedure

The indemnified party will: (a) promptly notify the indemnifying party of any claim (delay does not relieve the indemnifying party except to the extent it is prejudiced); (b) give the indemnifying party sole control of the defense and settlement (provided no settlement requires the indemnified party to admit liability or pay money without consent); and (c) provide reasonable cooperation at the indemnifying party's expense.

This Section 14 states the parties' entire liability and exclusive remedy for third-party claims.

15. Term and Termination

15.1 Term

This Agreement begins when you create your Account and continues until terminated as described below.

15.2 Termination by You

You may terminate this Agreement at any time by canceling your subscription through the Services or by emailing [email protected]. Termination takes effect at the end of the then-current billing period. Subscription Fees for the current period are not refunded.

15.3 Termination by Mettle

We may terminate this Agreement:

• at the end of any monthly billing period, on at least 30 days' written notice. If we terminate for convenience, we will refund any prepaid, unused Subscription Fees and extend the data-export window to 60 days from the termination date;
• immediately, with notice, if you materially breach this Agreement and fail to cure the breach within 10 days of our notice (or if the breach is not capable of cure); or
• immediately, with notice, if you become insolvent, file for bankruptcy, or have a receiver appointed.

15.4 Suspension

We may suspend your Account immediately if:

• you fail to pay Subscription Fees when due;
• your use of the Services violates Section 8 (Acceptable Use) or creates a material and imminent risk to the security, integrity, or availability of the Services or other Customers' data;
• we are required to suspend by law or legal process; or
• a security incident requires us to suspend access to protect the Services.

We will give notice of suspension as soon as reasonably practicable. Suspension does not relieve you of accrued Subscription Fees.

We will investigate suspensions in good faith and restore access once the issue is resolved. If a suspension lasts more than 5 business days and was not caused by your breach of this Agreement, we will credit a pro-rata portion of Subscription Fees for the period of suspension.

15.5 Effect of Termination

On termination:

• your right to use the Services ends;
• you remain liable for all Subscription Fees and other amounts owed through the effective date of termination;
• you may request a one-time data export within 30 days (see Section 6.4); and
• after the export window, Customer Data is deleted in accordance with our retention policy (see Privacy Policy).

Sections that by their nature should survive termination will survive, including Sections 4 (only with respect to amounts due), 6.1, 7, 9, 11, 12.3, 13, 14, and 17 through 19.

16. Modifications to the Services and this Agreement

16.1 Changes to the Services

We may add or modify features at any time. We will give at least 30 days' notice by email (sent to the Account billing contact) before materially reducing or removing a feature that is generally available at the time you signed up. If a material reduction adversely affects your use of the Services, you may terminate this Agreement within 30 days of the notice and receive a refund of any prepaid, unused Subscription Fees.

16.2 Changes to this Agreement

We can update this Agreement. We will update the "Last Updated" date and, for material changes, notify you by email to the Account billing contact at least 30 days before the change takes effect.

Your continued use of the Services after the effective date constitutes acceptance of the updated Agreement. If you do not accept the changes, you may terminate as described in Section 15.2 before the changes take effect.

17. Governing Law and Dispute Resolution

17.1 Governing Law

This Agreement is governed by the laws of the State of Texas, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

17.2 Informal Resolution

Before filing a formal claim, the parties will attempt in good faith to resolve the dispute by negotiation. The complaining party will send written notice describing the dispute and the requested resolution to [email protected] (if from you) or to your Account billing contact (if from us). The parties will then attempt to negotiate a resolution for at least 30 days before filing any claim.

17.3 Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to this Agreement will be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules then in effect. The arbitration will take place in Travis County, Texas, or, if both parties agree, by video conference. The arbitrator's award is final and may be entered as a judgment in any court of competent jurisdiction.

17.4 Exceptions to Arbitration

Either party may bring an individual action in small claims court instead of arbitration. Either party may seek injunctive or other equitable relief in court to protect intellectual property rights pending arbitration.

17.5 Opt-Out

You may opt out of this arbitration agreement by sending written notice to [email protected] with "Arbitration Opt-Out" in the subject line, within 30 days of first creating your Account. An opt-out is effective only if it identifies the Account email and arrives within the 30-day window. If you opt out, the remainder of this Section 17 (governing law, informal resolution, class action waiver, jury trial waiver) still applies to the extent permitted by law.

17.6 Class Action Waiver

THE PARTIES AGREE TO RESOLVE DISPUTES ONLY ON AN INDIVIDUAL BASIS. NEITHER PARTY WILL BRING A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION AGAINST THE OTHER, AND THE ARBITRATOR HAS NO AUTHORITY TO CONDUCT A CLASS OR COLLECTIVE PROCEEDING.

17.7 Jury Trial Waiver

To the extent any dispute proceeds in court, the parties waive any right to a jury trial.

18. General

18.1 Entire Agreement

This Agreement, together with our Privacy Policy and Cookie Notice, is the entire agreement between you and Mettle regarding the Services and supersedes all prior agreements on the same subject.

18.2 No Assignment by You

You may not assign or transfer this Agreement, in whole or in part, without our prior written consent. Any attempted assignment is void. We may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of substantially all of our assets.

18.3 No Waiver

Failure to enforce a provision is not a waiver of the right to enforce it later.

18.4 Severability

If any provision is held unenforceable, the rest remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.

18.5 Independent Contractors

The parties are independent contractors. This Agreement does not create a partnership, joint venture, employment, or agency relationship.

18.6 No Third-Party Beneficiaries

This Agreement is for the benefit of the parties only. No third party (including any Member) has any rights under this Agreement.

18.7 Notices

We can give you notice by email to the address on your Account or by posting in the Services. You can give us notice by email to [email protected], or by mail to:

Mettle Labs LLC Attn: Legal 5900 Balcones Drive, Ste 100 Austin, TX 78731

Notices are effective when sent (for email) or three business days after mailing (for mail).

18.8 Force Majeure

Neither party is liable for failure or delay caused by circumstances beyond its reasonable control, including acts of God, war, terrorism, civil unrest, government action, labor disputes, internet or telecommunications failures, denial-of-service attacks, or pandemic. The affected party will use reasonable efforts to resume performance.

18.9 Export Compliance

You will comply with all applicable export and re-export laws and regulations. You may not use the Services in violation of U.S. sanctions or embargoes.

18.10 Government Users

The Services are "commercial items" as defined in 48 C.F.R. § 2.101. U.S. government users acquire the Services only with the rights set forth in this Agreement.

18.11 Interpretation

"Including" and "include" mean "including without limitation." Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa.

19. Contact

Mettle Labs LLC 5900 Balcones Drive, Ste 100 Austin, TX 78731 Email: [email protected]

For faster routing, please include "Legal", "Security", "Privacy", or "Billing" in the subject line of your email.