End User License Agreement: Website and Mobile Apps

END USER LICENSE AGREEMENT: WEBSITE AND MOBILE APPS

As of February 18, 2026

IMPORTANT NOTICE, PLEASE READ CAREFULLY. This End User License Agreement (“EULA”) is a legal agreement between Metron Farnier, LLC 335 Centennial Pkwy, Ste C, Louisville, CO 80027 and its affiliates (“we/us/our”) and the individual or business entity (“you/your/yours”) collectively “parties” or each a “party” using a Metron website (“Website”) or mobile application (“Mobile App”), including any updates.

BY CLICKING “ACCEPT” AND/OR USING OUR WEBSITE OR MOBILE APP, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS EULA AND YOU HAVE THE AUTHORITY TO AGREE TO THE TERMS OF THIS EULA ON BEHALF OF YOURSELF OR AN APPLICABLE BUSINESS ENTITY. IF YOU DO NOT HAVE THAT AUTHORITY OR DO NOT AGREE TO ITS TERMS, DO NOT CLICK “ACCEPT” OR USE OUR WEBSITE OR A MOBILE APP.

Access/License Rights. This EULA commences when you access a Website, click “Accept” (or similar term) or download, install, or access a Mobile App and remains in effect until you cease using the Website or Mobile App, your Mobile App subscription expires, or we terminate a Website or Mobile App for all users. Subject to your compliance with the terms and conditions of this EULA and payment of applicable fees, we will provide you access to certain Website features or a Mobile App via means we authorize and provide and we grant you a limited, non-transferable, non-exclusive, revocable, non-sublicensable license to (i) access and use a Website; (ii) download, install, update and allow us to update (when applicable) a Mobile App, and use any software we provide solely to support your use of a Website or Mobile App; (iii) use documentation for a Website or Mobile App as reasonably required; and (iv) use any output of a Website or Mobile App solely for your internal business purposes. Fees and duration of your subscription to a Mobile App may be governed by an order you place in connection with our separate Sensor and Data Services Agreement available at https://metron-us.com/terms.
Account Creation and Responsibility. You may be required to establish a user account on a website or Mobile App, which we can accept or reject. Your user identification and password for your account (“Account ID”) are for your personal use only and may not be shared You are responsible for your conduct and compliance with this EULA, you will ensure the security and confidentiality of your Account ID, and you will promptly notify us if you become aware that any Account ID has been lost, stolen, or otherwise compromised. In connection with establishing your Account, you may be asked to submit certain current and accurate “Registration Information” such as your name/nickname, email address, meter ID, or water provider information. You will promptly update Your Registration Information as needed to keep it accurate and current. You may not use another person’s Account ID or allow others to use your Account ID.
Acceptable Use. You will not, and will not permit any third party to: (a) reverse engineer, decompile, modify, or create derivative works of a Website or Mobile App; (b) circumvent or interfere with the technical protections, security or operation of a Mobile App including our analytics; (c) perform competitive analysis (including benchmark testing) or create, train or improve a substantially similar product or service to a Mobile App; (d) access or use a Website or Mobile App in a way that infringes another’s intellectual property rights; (e) use a Website or Mobile App in a way that could reasonably be expected to cause liability or harm or breach this EULA; (f) use a Website or Mobile App to store or transmit infringing, obscene, threatening, libelous, or otherwise unlawful material; (g) upload to or use with a Website or Mobile App any technical data or software controlled under the International Traffic in Arms Regulations (ITAR) or other Export/Import Control Laws; (h) train any machine learning or artificial intelligence algorithm, software or system using a Website or Mobile App; (i) sublicense, distribute or otherwise make available any portion of a Website or Mobile App to a third party; (j) use a Website or Mobile App in any way that could significantly and negatively impact our operations, reputation, intellectual property rights, data security/privacy, present legal, compliance, or enterprise risks, or use a Website or Mobile App in any manner except as provided under this EULA. Any violation of the restrictions in this Section will constitute a material breach of this EULA and we may deactivate or suspend your account or access if we find or reasonably suspect any violation. Also, you may not violate any provisions or controls set forth by: (a) the App Store Terms of Service, for iOS users accessing any Mobile App on an Apple product, or (b) Google Play Terms of Service for Android users accessing any Mobile App on an Android product.
Evaluation Licenses. We may provide you with access to a Mobile App for demonstration, test, or evaluation purposes and you may not use it in a production or non-test environment. Any Evaluation License is a maximum of ninety (90) days unless we agree otherwise in writing. We provide a Mobile App under an Evaluation License as-is, as-available without any representations or warranties at your sole risk. WE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND IN RELATION TO ANY EVALUATION LICENSE OR YOUR EVALUATION OF A WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, STATUTORY, PUNITIVE, CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST DATA, DAMAGE TO SYSTEMS OR EQUIPMENT, OR BUSINESS INTERRUPTION.
Support and Updates. Initial set up and configuration are only provided if stated in your order under a separate agreement. We will manage, maintain and support a Website or Mobile App and will use commercially reasonable efforts to maintain a Website or Mobile App, repair reproducible defects, and make a Website or Mobile App available subject to scheduled downtime and routine and emergency maintenance. You are responsible for the connectivity and for maintaining the equipment and infrastructure necessary for you to use a Website or Mobile App. Our Mobile App setup and support does not include device or third-party app set up unless stated in your order. We may modify, update, or upgrade a Website or Mobile App in any way that does not materially diminish functionality but have no obligation to do so, and we may discontinue a Website or Mobile App for all users. We may monitor your usage of a Website or Mobile App and we may charge additional fees for new or improved features or functionality or may offer new Mobile Apps without obligation to make equivalent changes to your current Mobile Apps.
Ownership and Data Use. You own all rights to the proprietary and personal information you provide and to the water consumption volumes collected on our Mobile App (“Input Data”). We and our affiliates may use Input Data to develop, operate, improve and support our products or services. You are responsible for obtaining any necessary consents for disclosure and transmission of any Input Data to us, and for any consequences or results of any transmission or publication of any private information not intended for public availability. You grant us the right to access, copy, transmit, reformat, and display Input Data to create and provide our Data Services through a Mobile App. You agree that we may analyze Input Data for the purpose of improving our Data Services or to provide generalized data on the use or attributes of content types and we may provide additional consumption analytics. You also agree that we may create generalized examples of Input Data to demonstrate our Data Services analytics capabilities. Your subscription to access and use our Data Services through our Mobile App software or dashboards does not include ownership rights to any Data Services. We will utilize reasonable, currently available measures to remove personal information from the generalized data. We own all rights to our trademarks and service marks, Sensor designs, Data Services, any modifications or improvements, and all related intellectual property rights, including Data Services metrics and analytics provided through the Mobile App. We may use any suggestions, ideas, enhancement requests, feedback, recommendations, or other non-proprietary information (“Feedback”) to improve our Website, Mobile App, Sensors or Data Services without charge, royalties, or other obligation to the source, and our use of Feedback does not give you any property rights to the Mobile App or Data Services. You and we may correspond and convey information and documentation, including intellectual property such as Input Data and Data Services via cellular data transmission and the Internet. Neither party has control over the performance, reliability, availability or security of cellular or Internet communications and therefore neither party shall be liable for any loss, damage, expense, harm or inconvenience resulting from the loss, delay, interception, corruption, or alteration of any cellular or Internet data transmissions due to any reason beyond that party’s reasonable control, such as lack of available cell coverage from your preferred supplier, theft, or vandalism. However, other than these “beyond control” exceptions, we have agreements with multiple suppliers to maintain network connectivity through your entire Mobile App and Data Services subscription periods.
Privacy and Data Security. Each party is responsible for complying with all applicable privacy, security, and data protection requirements (“Privacy Laws”) with respect to the Website, Mobile App and Data Services. Each party will collect and handle personal information in accordance with those Privacy Laws, which includes all applicable federal, state, and foreign laws and regulations relating to data security and the processing, protection, or privacy of personal information, including where applicable, the guidance and codes of practice issued by regulatory bodies in any relevant jurisdiction, such as the California Consumer Privacy Act (CCPA) and other applicable Privacy Laws enacted or revised. We maintain appropriate organizational and technical measures for protection of the security, confidentiality, and integrity of Personal Information, including protection against unauthorized or unlawful processing of data, and against unlawful or accidental destruction, alteration, damage or loss, unauthorized disclosure of or access to personal information. We do not sell or share your personal information to third parties so do not offer an unnecessary opt-out option. Your use of a Mobile App and access to our Data Services is covered by our Privacy Policy, the current version of which is available at https://metron-us.com/privacy-policy/. You agree to notify us promptly upon discovery of any unauthorized or otherwise inappropriate use of a Mobile App or Data Services account. We are not responsible for any loss or damage to you or any associated party which occurs due to unauthorized access and/or use of any of a Website, Mobile App or Data Services.
Confidentiality. “Confidential Information” means all information or data, whether or not in tangible form, disclosed or otherwise made available in connection with the Website or Mobile App by one party (the “Discloser”) to the other party (the “Recipient”), that the Discloser has marked as confidential or proprietary, has identified in writing as confidential or proprietary within thirty (30) days of disclosure to the Recipient, or that would reasonably be expected to be confidential under the circumstances. Our Confidential Information includes all proprietary information relating to the products and services on the Website and Mobile App. Your Confidential Information shall include your Input Data and proprietary business practices. However, Confidential Information does not include information that (i) is already known to Recipient at the time of disclosure, (ii) is or becomes publicly known through no wrongful act or failure of the Recipient or any third party with a confidentiality obligation, or (iii) is independently developed by Recipient without using Discloser’s Confidential Information, or (iv) is received from a third party without breaching any confidentiality obligation. A Recipient shall use reasonable measures to protect the confidentiality of and avoid disclosure and unauthorized use or copying of the Discloser’s Confidential Information. Except where specifically allowed by this EULA, a Recipient may only disclose the Discloser’s Confidential Information to (1) Recipient’s employees, agents, and legal or financial advisors who have a need to know in the course of their duties and (2) as required by law or court order, provided the Recipient promptly notifies the Discloser and cooperates in any effort by the Discloser to seek an order protecting confidential treatment. Recipient must protect any disclosure of Confidential Information to any third party with confidentiality requirements equivalent to these in a written agreement signed before the disclosure. These confidentiality and nondisclosure obligations shall continue to apply to Confidential Information, including trade secrets, for as long as required by law and for as long as the Discloser maintains it as confidential. However, you or we may disclose the terms of this EULA to existing and potential investors, lenders, and acquirers and their legal or financial advisors.
Warranty and Disclaimer. THE WEBSITE AND MOBILE APPS ARE PROVIDED “AS IS,” WITHOUT ADDITIONAL REPRESENTATIONS OR WARRANTIES OF ANY KIND. WE EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND ANY OTHER IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE OR COURSE OF DEALING.
Responsibilities. We will be liable to you, your officers, and your employees, as applicable, for any third party claim, demand, or lawsuit against you (“Claim”) arising from or related to our intentional or negligent acts or breaches of our obligations under this EULA. You will be liable to us, our officers, and our employees for any third party Claim against us arising from or related to your intentional or negligent acts or breaches of your obligations under this EULA. We will defend you in any action based on any third party Claim that our Website or a Mobile App, when used according to this EULA, infringes any U.S. copyright, patent or trademark or misappropriates a trade secret (as defined under applicable law), and we will pay all reasonable costs, expenses and damages finally awarded against you from the Claim. You will defend us in any action based on any third party’s Claim that any content including Input Data that you have provided in connection with Website or Mobile App, when used according to this EULA, infringes a U.S. copyright, patent or trademark, misappropriates a trade secret (as defined under applicable law), or violates Privacy Laws and you will pay all reasonable costs, expenses and damages finally awarded against us from the Claim. If we are notified of a Claim for infringement for content that you have provided, we may restrict access to or delete that content. For a party (the “defending party”) to be obligated to defend the other party as described above, the party against whom the Claim is made must (i) give the defending party prompt written notice of any Claim, (ii) fully cooperate with the defending party in the defense and/or settlement of the Claim, (iii) agree that the defending party will have full control of the defense of any Claim and of any settlement or compromise (but the defending party may not settle any Claim that requires the other party to admit any liability or make any payment without that other party’s prior written permission), and (iv) each party must have complied with the other party’s notice to cease using any Services or remove any content that the notifying party reasonably believes may be considered to infringe on a third party’s intellectual property rights. Anywhere in this EULA where a party is obligated or agrees to defend the other party, that other party may retain its own counsel at its own expense to monitor or assist in the defense, but that expense shall not be included in the defending party’s liability obligation.
Third-Party Materials & Open Source. Certain components of a Website or Mobile App may incorporate open-source software (“OSS”). To the extent required by licenses covering OSS, those licenses may apply to OSS in lieu of this EULA. We will provide OSS source code or related information if an OSS license requires us to do so. We may provide third party materials, including software, in connection with a Website or Mobile App which may be governed by separate third party terms. You are responsible for determining, obtaining, and complying with applicable third party terms.
Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXCEPT FOR YOUR VIOLATIONS OF OUR INTELLECTUAL PROPERTY RIGHTS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY LOSS OF BUSINESS, CONTRACTS, PROFITS, ANTICIPATED SAVINGS, GOODWILL OR REVENUE, ANY LOSS OR CORRUPTION OF DATA, ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES), ARISING IN ANY WAY OUT OF OR IN CONNECTION WITH THE EULA, THE WEBSITE, OR THE MOBILE APP, WHETHER OR NOT THE PARTY WAS ADVISED IN ADVANCE OF THE POSSIBILITY OF THAT LOSS OR DAMAGE. EXCEPT FOR YOUR VIOLATIONS OF OUR INTELLECTUAL PROPERTY RIGHTS, EITHER PARTY’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THE EULA, THE WEBSITE, OR THE MOBILE APP, WHETHER IN CONTRACT, TORT OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES THAT YOU PAID OR WAS PAYABLE TO US UNDER THIS EULA OR A SEPARATE SENSOR AND DATA SERVICES AGREEMENT INCLUDING THE MOBILE APP FOR THE APPLICABLE PROPERTY/IES DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO THE LIABILITY FOR THAT MOBILE APP AT THAT PROPERTY. YOU ACKNOWLEDGE THAT THESE LIABILITY LIMITATIONS REFLECT THE ALLOCATION OF OUR RESPECTIVE RISKS AND THAT WE WOULD NOT ENTER INTO THIS EULA WITHOUT THEM. NOTHING IN THIS LIMITATION OF LIABILITY SECTION OR OTHERWISE IN THE EULA SHALL EXCLUDE OR IN ANY WAY LIMIT EITHER PARTY’S LIABILITY TO THE OTHER FOR (I) FRAUD, (II) DEATH OR PERSONAL INJURY CAUSED BY THAT PARTY’S NEGLIGENCE, OR (Ill) ANY LIABILITY TO THE EXTENT THAT IT MAY NOT BE EXCLUDED OR LIMITED AS A MATTER OF LAW. YOU MUST BRING ANY CLAIMS WITHIN TWELVE MONTHS OF YOUR ACTUAL OR CONSTRUCTIVE KNOWLEDGE.
Consent to Electronic Communications and Solicitation. To the extent a Website or Mobile App requires any information or software download, you authorize us to send (including via email and push notifications) information regarding the Website or Mobile App, such as: (a) notices about your use of the Website or Mobile App, including notices of violations of use; (b) updates to a Website or Mobile App and new features or products; and (c) promotional information and materials regarding our products and services. You can review account notification settings and adjust messaging preferences, including opting in to additional messages or unsubscribing (opting out) to certain messaging through the Mobile App settings.
Governing Law; Dispute Resolution. Unless otherwise agreed, this EULA shall be governed by the procedural and substantive laws of the State of Colorado, without regard to its principles of conflicts of law that would require the application of the laws of a different jurisdiction, as well as by applicable federal laws. However, if you are associated with a utility or a state-chartered educational institutions where your state laws are required, this EULA shall be governed by the procedural and substantive laws of that State, without regard to its principles of conflicts of law that would require the application of the laws of a different jurisdiction, as well as by applicable federal laws. Dispute Resolution. Any claims or disputes arising out of or in connection with this EULA that cannot be negotiated and resolved in good faith by the parties shall be settled by final and binding arbitration in accordance with the American Arbitration Association (“AAA”) Commercial Arbitration rules with a single arbitrator experienced in smart meter and information technology disputes either in a mutually agreed venue, or if not agreed, a venue selected by the arbitrator. However, either party may, without waiving any remedy under this EULA, seek a temporary or permanent injunction or other equitable relief from any court capable of issuing a directly enforceable order, to protect its Confidential Information and other intellectual property rights, regardless of the arbitration requirements. Each party expressly waives any right to a trial by jury related to this EULA.
Third Party Platforms; Third Party Beneficiaries. If you access a Website via a cloud-based platform such as Microsoft Azure Cloud, AWS Cloud, or other cloud environment or you obtain and use a Mobile App from a third-party app store such as Apple, Google, or otherwise (each, a “Third Party Platform”), this EULA is solely between you and us, and any Third-Party Platform that provides access to a Website or Mobile App may have separate terms and conditions to which you may be required to accept in order to access the Website or use the Mobile App. To the maximum extent permitted by applicable law, we will have no warranty, support, or other obligations whatsoever with respect to any Third-Party Platform. You acknowledge and agree that we will have no liability whatsoever with respect to your compliance with any Third-Party Platform terms and conditions. If you access and use a Website or Mobile App on an Apple device such as an iPhone, iPad, iPod Touch (an “Apple Device”), this EULA is solely between you and us and Apple is neither a party to this EULA nor responsible for any support of a Website or Mobile App. To the maximum extent permitted by applicable law, Apple will not be responsible for the investigation, defense, settlement or discharge of any third-party intellectual property infringement claim related to your use of a Website or Mobile App. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and that Apple will have the right to enforce this EULA against you as a third-party beneficiary. Your access and use of a Website or Mobile App is only available for supported devices and might not work on every device. Determining whether your device is a supported or compatible device is solely your responsibility, and accessing a Website or downloading the Mobile App is done at your own risk. Unless specifically listed in the applicable documentation, we do not represent or warrant that a Website or Mobile App is compatible with or will work on any device.
Miscellaneous. You may not transfer your rights and obligations under this EULA, but we may assign or transfer this EULA or any rights and obligations with or without notice. This EULA is the entire agreement regarding your use of a Website or Mobile App, superseding all prior or contemporaneous written and verbal agreements or proposals and cannot be modified except by the written agreement of both parties. If a provision is unenforceable in any jurisdiction, it will be reformed to permit enforceability with maximum effect to the original intent in that jurisdiction and will remain enforceable in any other jurisdiction. Failure or delay by either party to enforce any provision of the Agreement will not be considered a waiver of future enforcement of that or any other provision. Each party is an independent contractor of the other. Certain other parties or licensors may be third party beneficiaries of this EULA. The controlling version of this EULA is this English language version regardless of translation. Any provisions in this EULA regarding payment, termination, ownership/data use, privacy/data security, intellectual property rights, limitations of liability, governing law, dispute resolution, confidentiality, severability, and waiver will survive the expiration or termination of this EULA.