Terms of Service

These Terms of Service ("Terms") are a binding legal agreement between you ("you" or "your") and PowerUp Business LLC, doing business as MatData Studio analytics ("we," "us," or "our"). These Terms govern your access to and use of our website, applications, and services (collectively, the "Services").

Please read these Terms carefully. By creating an account, clicking "I agree," or using the Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, you may not use the Services.

Arbitration notice: Section 14 contains an arbitration agreement and class action waiver. By agreeing to these Terms, you agree (with limited exceptions) to resolve disputes through binding individual arbitration rather than in court.

You must be at least 18 years old and have the legal capacity to enter into a binding contract in your jurisdiction to use the Services. By using the Services, you represent and warrant that you meet these requirements.

If you are using the Services on behalf of a business or other entity, you represent that you have the authority to bind that entity to these Terms, and "you" refers to both you personally and that entity.

To use most features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during signup and keep it up to date
• Maintain the security of your authentication credentials (we use passwordless email-based magic links — protect the email account associated with your MatData account)
• Be responsible for all activity that occurs under your account
• Notify us immediately at info@powerupbusiness.net if you suspect any unauthorized access

We reserve the right to refuse service, terminate accounts, or remove content at our discretion, consistent with applicable law.

We offer a 30-day free trial of the Services for eligible new accounts. During the trial:

• No credit card is required to start
• You have access to the Services' core features as made available at signup
• You may cancel at any time during the trial with no obligation
• The trial automatically expires after 30 days unless you convert to a paid subscription

We reserve the right to modify or discontinue the free trial at any time, and to determine eligibility in our sole discretion.

Paid subscription tiers are available after your free trial ends. By subscribing, you agree to the following terms:

• Subscription fees, billing cycles (monthly or annual), and payment terms are displayed at checkout, and the prices and plan features posted at checkout are incorporated into this Agreement by reference and control
• You authorize us (and our payment processor) to charge the payment method you provide on a recurring basis until you cancel
• Subscriptions automatically renew for additional periods of the same duration unless canceled before the renewal date
• You are responsible for applicable taxes

Refund policy: Annual subscribers are eligible for a pro-rata refund only in the event of (i) a material service defect that PowerUp Business LLC fails to cure within thirty (30) days of written notice, or (ii) discontinuation of the Service by PowerUp Business LLC. Monthly subscribers retain access through the end of the current billing period upon cancellation; no partial refunds are issued. No discretionary or goodwill refunds are offered.

We may change our fees at any time, but price changes will not take effect until the start of your next billing cycle, and we will provide advance notice as required by applicable law.

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation
• Reverse engineer, decompile, or attempt to extract the source code of the Services
• Interfere with or disrupt the Services, including through denial-of-service attacks, excessive API calls, or circumventing rate limits
• Use bots, scrapers, or automated tools to access the Services except through our documented APIs
• Share your account credentials with others or use the Services on behalf of multiple businesses without authorization
• Upload or connect data sources you do not have the legal right to use or share
• Use the Services to store, transmit, or process illegal, defamatory, harassing, or infringing content
• Impersonate another person or entity, or misrepresent your affiliation with any person or entity
• Attempt to gain unauthorized access to other users' accounts or our systems

Violations may result in immediate suspension or termination of your account.

The Services include a feature that allows you to send pre-templated outreach emails to individual studio clients identified as At-Risk or Churned (the "Email Feature"). The following rules apply to your use of the Email Feature:

(a) You Are the Sender. When you click the email button beside a client's name, the Services open your own email provider (such as Gmail or Outlook) with pre-populated content. MatData Studio analytics does not send, transmit, log, or have access to that email after it is opened in your email provider. You — not MatData Studio analytics — are the sender of record for all purposes under applicable law.

(b) Template Content Is a Starting Point. The pre-populated email content is a suggested template only. You are responsible for reviewing, editing, and approving the content before sending. MatData Studio analytics makes no representation that the pre-populated content is suitable for your specific studio, your clients, or your jurisdiction.

(c) CAN-SPAM and Email Marketing Law Compliance. You are solely responsible for complying with all applicable email marketing laws, including the U.S. CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL) if applicable, and any applicable EU/UK e-Privacy rules. This includes: (i) including your studio's physical mailing address in the email; (ii) using accurate subject lines; (iii) honoring opt-out or unsubscribe requests promptly; and (iv) not emailing contacts who have previously requested to stop receiving communications from your studio.

(d) Existing Relationship and Lawful Basis. By using the Email Feature, you represent and warrant that: (i) you have an existing business relationship with the client you are contacting; (ii) you have a lawful basis to contact that individual under applicable privacy and marketing law; and (iii) the client has not opted out of commercial communications from your studio.

(e) Opt-Out Management. MatData Studio analytics has no visibility into your studio's opt-out list or email send history. You are solely responsible for maintaining and honoring opt-out and unsubscribe requests from your own clients.

(f) No Endorsement. MatData Studio analytics's provision of the Email Feature does not constitute an endorsement or recommendation to contact any specific client. At-Risk and Churned classifications are data-driven estimates. You retain full discretion over whether and how to use the Email Feature for any client.

The Services integrate with third-party platforms, including fitDEGREE. When you connect a third-party account to your MatData account by providing an API key or other credentials:

• You represent that you have the authority to provide such credentials
• You authorize us to access, retrieve, and process data from that third party solely to deliver the Services to you
• You remain bound by the terms of service of that third party
• We are not responsible for the availability, accuracy, or reliability of third-party services

You may disconnect a third-party integration at any time, which will stop further data ingestion.

You own your data. You retain all rights to the data you connect to or upload to the Services (your "Customer Data"). By using the Services, you grant us a limited, non-exclusive, royalty-free license to access, process, store, and display your Customer Data solely as necessary to provide the Services to you.

We may also use aggregated and anonymized data (which cannot be used to identify you or any individual) to improve our Services, develop new features, and produce industry benchmarks.

You are responsible for the legality, accuracy, and integrity of your Customer Data, and for ensuring you have all necessary rights and consents to provide it to us.

The Services — including their design, software, algorithms, visual elements, text, graphics, and trademarks — are owned by or licensed to PowerUp Business LLC and are protected by U.S. and international intellectual property laws.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. You may not copy, modify, distribute, sell, or create derivative works based on the Services without our prior written consent.

All feedback, suggestions, or ideas you submit to us about the Services may be used by us without restriction or compensation to you.

Your use of the Services is also governed by our Privacy Policy, which describes how we collect, use, and share information.

You may terminate your account at any time by contacting us at info@powerupbusiness.net.

We may suspend or terminate your access to the Services at any time, with or without notice, for any reason, including if:

• You violate these Terms
• We are required to do so by law
• Providing the Services to you is no longer commercially viable
• Your account has been inactive for an extended period

Upon termination:

• Your right to access the Services ends immediately
• We will delete or anonymize your personal information as described in our Privacy Policy
• You may request an export of your Customer Data within 30 days of termination, after which it may be permanently deleted
• Sections of these Terms that by their nature should survive (including Sections 8, 11, 12, 13, 14, and 15) will survive termination

The Services are provided "as is" and "as available," without warranties of any kind.

To the maximum extent permitted by law, we disclaim all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, and accuracy.

We do not warrant that:

• The Services will be uninterrupted, timely, secure, or error-free
• Analytics, forecasts, or predictions generated by the Services are accurate, complete, or suitable for your business decisions
• Any data obtained through the Services will meet your requirements
• Errors or defects will be corrected

MatData Studio analytics provides data analytics and forecasting tools as informational aids. You remain solely responsible for all business decisions made using the Services, and for the outcomes of those decisions.

Client Engagement Classification Disclaimer. The "At-Risk" and "Churned" client classifications generated by the Services are rule-based estimates derived from attendance and booking data. They are informational tools only and do not constitute a guarantee, prediction, or professional assessment of any individual client's future behavior. Classifications may be incomplete, delayed, or inaccurate due to data synchronization timing, fitDEGREE API availability, or the inherent limitations of behavioral models. You should use your own professional judgment before acting on any classification. We expressly disclaim any warranty that classifications will correctly identify at-risk or churned clients, or that any outreach action taken on the basis of a classification will produce any particular business outcome.

To the maximum extent permitted by applicable law, in no event shall PowerUp Business LLC, its officers, directors, employees, agents, or affiliates be liable for any:

• Indirect, incidental, special, consequential, punitive, or exemplary damages
• Loss of profits, revenue, data, business opportunities, or goodwill
• Damages arising from your use of, or inability to use, the Services
• Damages arising from unauthorized access to your account or Customer Data
• Damages arising from any third-party conduct or content

Our total aggregate liability to you for any claim arising out of or relating to these Terms or the Services is limited to the greater of (a) the amounts you have paid us in the twelve (12) months immediately preceding the claim, or (b) one hundred U.S. dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above may not apply to you.

You agree to defend, indemnify, and hold harmless PowerUp Business LLC and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your breach of these Terms
• Your violation of any law or the rights of a third party
• Your Customer Data or your use of the Services
• Your use of the Client Outreach Email Feature, including any claim by a studio client arising from an email you sent using the feature, any alleged violation of CAN-SPAM, CASL, or other applicable email marketing law in connection with your outreach communications, and any claim that you contacted an individual who had previously opted out of communications from your studio

Please read this section carefully — it affects your legal rights.

14.1 Informal Resolution

Before filing any claim, you agree to first contact us at info@powerupbusiness.net and attempt to resolve the dispute informally. We will attempt to resolve the dispute by contacting you via email.

14.2 Binding Arbitration

If the dispute cannot be resolved informally within 60 days, you and PowerUp Business LLC agree that any dispute arising out of or relating to these Terms or the Services will be resolved through binding individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules. Arbitration will take place in California, or via remote proceedings by agreement of the parties.

14.3 Class Action Waiver

You and PowerUp Business LLC agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

14.4 Exceptions

Either party may bring an action in small-claims court for claims within its jurisdiction, or seek injunctive or equitable relief in court to protect intellectual property rights.

14.5 Opt-Out

You may opt out of this arbitration agreement by sending written notice to info@powerupbusiness.net within 30 days of first accepting these Terms. Your notice must include your name, your email on file, and a clear statement that you wish to opt out of arbitration.

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict-of-laws principles. Subject to Section 14 (Arbitration), any court action permitted by these Terms must be brought in the state or federal courts located in California, and you consent to the personal jurisdiction of those courts.

We may modify these Terms from time to time. If we make material changes, we will notify you by email or by posting a notice on the Services at least 15 days before the changes take effect. Your continued use of the Services after the effective date constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

• Entire Agreement: These Terms and our Privacy Policy constitute the entire agreement between you and us regarding the Services.
• Severability: If any provision is found unenforceable, the remaining provisions remain in full force and effect.
• No Waiver: Our failure to enforce any right or provision is not a waiver of that right or provision.
• Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.
• No Agency: Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship.

17.4 Notice to California Users

Under California Civil Code §1789.3, California users are entitled to the following consumer rights notice: the provider of the Services is PowerUp Business LLC, 548 Market St. PMB 210584, San Francisco, CA 94104. Complaints regarding the Services or requests for further information may be sent to info@powerupbusiness.net. California residents may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N-112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

17.5 Sub-Processors and Infrastructure

MatData Studio analytics is built on third-party service providers, each contractually bound to protect Customer Data as a sub-processor (including Supabase, Vercel, Postmark, and fitDEGREE). An up-to-date list of sub-processors, the processing purpose, and data categories accessed is available on request at info@powerupbusiness.net. We may change, add, or replace sub-processors and will provide at least thirty (30) days' notice of any new sub-processor that processes Customer Data. If you object to a new sub-processor, you may terminate your subscription and receive a pro-rata refund of any prepaid fees for the unused portion of the then-current Subscription Term.

If you have any questions about these Terms, contact us at:

PowerUp Business LLC (d/b/a MatData Studio analytics)
Email: info@powerupbusiness.net
Web: https://app.matdatastudio.com