Effective Date: April 2025 | Version 1.0
These Terms and Conditions ("Terms") govern the relationship between Meetra LLC ("Meetra," "we," or "us") and any client, prospective client, or website visitor ("Client" or "you") who engages our services or accesses this website. By executing a Statement of Work, Master Service Agreement, engagement letter, or any other service agreement with Meetra, or by otherwise engaging our services, you agree to be bound by these Terms.
These Terms are intended to supplement, not replace, any Master Service Agreement ("MSA") or Statement of Work ("SOW") entered into between Meetra and Client. In the event of a conflict between these Terms and a fully executed MSA or SOW, the terms of the MSA or SOW shall control.
Meetra LLC provides B2B sales consulting, sales process buildout, sales enablement, and revenue operations advisory services ("Services"). The specific scope, deliverables, timeline, and fees for each engagement are set forth in a Statement of Work or Master Service Agreement executed by both parties.
Meetra reserves the right to determine the manner and means by which Services are delivered, consistent with the professional standards applicable to management consulting. Michael Massad, as Principal, is the lead consultant on all engagements. Meetra may engage subcontractors or contractors to assist in service delivery at its discretion; such engagement does not alter Meetra's obligations under any SOW.
Retainer engagements are billed on a monthly basis at the rate specified in the applicable SOW or MSA. Fees are due in advance at the start of each billing period. Retainer services are provided on a continuous, ongoing basis for the duration of the engagement.
Fixed-fee engagements are billed according to the milestone or payment schedule set forth in the applicable SOW. Unless otherwise specified, fifty percent (50%) of the total project fee is due upon execution of the SOW, with the balance due upon delivery of final deliverables.
All invoices are due within fifteen (15) days of the invoice date unless otherwise specified in the applicable SOW. Late payments will accrue interest at the rate of one and one-half percent (1.5%) per month (18% annually) on any outstanding balance. Meetra reserves the right to suspend Services for any account more than thirty (30) days past due.
All fees are exclusive of applicable sales, use, or other taxes. Client is responsible for all taxes applicable to the Services, excluding taxes on Meetra's net income.
These Terms remain in effect for the duration of any active engagement between the parties and survive termination with respect to Sections 5 (Confidentiality), 6 (Intellectual Property), 7 (Limitation of Liability), 8 (Indemnification), 9 (Non-Solicitation), and 11 (Dispute Resolution).
Either party may terminate a retainer engagement by providing thirty (30) days' prior written notice to the other party. Written notice must be delivered via email to the primary contact address on file or via certified mail to the party's principal place of business. Fees accrued through the end of the notice period remain due and payable.
Fixed-fee projects may be terminated by Client upon thirty (30) days' written notice. In the event of Client-initiated termination, Client shall pay Meetra for all work completed through the termination date on a pro-rata basis calculated against the total project fee, plus any non-cancellable expenses incurred in connection with the engagement.
Either party may terminate any engagement immediately upon written notice if the other party materially breaches these Terms or any applicable SOW and fails to cure such breach within ten (10) business days of written notice of the breach. Meetra may also immediately terminate any engagement upon Client's failure to remit payment within thirty (30) days of a due date.
Client acknowledges that timely delivery of Services depends on Client's active cooperation, including providing access to personnel, systems, data, and information reasonably requested by Meetra. Delays caused by Client's failure to cooperate may result in adjustments to project timelines or additional fees, which will be communicated in advance in writing.
Client represents and warrants that all information, data, and materials provided to Meetra in connection with an engagement are accurate, complete, and do not infringe upon the rights of any third party. Meetra's advice and deliverables are based on the information provided by Client; Meetra is not responsible for outcomes resulting from inaccurate or incomplete information.
Client shall designate a primary point of contact with authority to provide approvals and direction on behalf of Client. Requests for feedback, approvals, or decisions will be responded to within five (5) business days unless otherwise agreed. Failure to respond within this window may result in project delays at no fault of Meetra.
Each party acknowledges that in the course of an engagement, it may receive or have access to information that is confidential, proprietary, or sensitive in nature ("Confidential Information"). Confidential Information includes, without limitation: business plans, financial data, pricing, customer and prospect lists, pipeline data, sales strategies, personnel information, trade secrets, technical processes, and any other information designated as confidential or that a reasonable person would understand to be confidential given the nature of the disclosure.
Each party agrees to: (a) hold all Confidential Information of the other party in strict confidence; (b) not disclose Confidential Information to any third party without prior written consent; and (c) use Confidential Information solely for the purpose of performing or receiving the Services. Each party may disclose Confidential Information to its employees, contractors, or advisors on a need-to-know basis, provided such individuals are bound by confidentiality obligations no less protective than those set forth herein.
Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no breach of these Terms; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the Confidential Information; or (d) is required to be disclosed by applicable law or court order, provided the disclosing party is given prompt written notice and the opportunity to seek a protective order.
Confidentiality obligations survive termination of any engagement for a period of three (3) years.
Upon receipt of full payment for the applicable engagement or milestone, Meetra assigns to Client all right, title, and interest in and to any work product, reports, analyses, frameworks, or materials created specifically for Client and delivered as part of the agreed scope of Services ("Deliverables"). This assignment is effective only upon payment in full; no rights are transferred prior to full payment.
Notwithstanding Section 6.1, Meetra retains all right, title, and interest in and to its pre-existing methodologies, frameworks, tools, templates, processes, know-how, and proprietary content that are incorporated into or used in the creation of Deliverables ("Background IP"). Meetra grants Client a non-exclusive, non-transferable, royalty-free license to use any Background IP incorporated into the Deliverables solely in connection with Client's internal business operations.
Nothing in these Terms grants Client any right to use Meetra's name, logo, trademarks, or brand assets without prior written consent.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MEETRA'S TOTAL CUMULATIVE LIABILITY TO CLIENT FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR ANY ENGAGEMENT, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CLIENT TO MEETRA IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE CLAIM OR EVENT GIVING RISE TO THE LIABILITY.
IN NO EVENT SHALL MEETRA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF DATA, OR REPUTATIONAL HARM, EVEN IF MEETRA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Meetra's Services are advisory in nature. All recommendations, strategies, and deliverables represent professional opinions and guidance based on information available at the time of the engagement. Client retains full responsibility for all business decisions made in reliance on Meetra's advice. Meetra does not guarantee any particular outcome, revenue result, or business performance.
Client agrees to indemnify, defend, and hold harmless Meetra LLC and its principals, employees, contractors, and agents from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Client's use of the Deliverables or Services; (b) Client's breach of these Terms or any applicable SOW; (c) any claim that information or materials provided by Client to Meetra infringe upon the intellectual property or other rights of any third party; or (d) Client's violation of any applicable law or regulation.
During the term of any active engagement and for a period of twelve (12) months following the termination or expiration of such engagement, Client agrees not to, directly or indirectly: (a) solicit, recruit, hire, or engage any employee, subcontractor, or contractor of Meetra who was involved in the delivery of Services to Client; or (b) induce any such individual to terminate or reduce their relationship with Meetra.
A breach of this Section shall entitle Meetra to liquidated damages in an amount equal to twelve (12) months of the individual's then-current compensation with Meetra, which the parties agree is a reasonable estimate of the harm caused and not a penalty.
Client acknowledges and agrees that Meetra may reference Client's company name, industry, and general nature of the engagement (without disclosing Confidential Information) in Meetra's marketing materials, website, case studies, presentations, and proposals. This right does not require prior approval from Client on each use.
Client agrees to serve as a reference for Meetra upon reasonable request, including participation in written testimonials and introductory conversations with Meetra's prospective clients, provided such participation does not unreasonably burden Client.
In the event of any dispute, claim, or controversy arising out of or relating to these Terms or any engagement ("Dispute"), the parties agree to first attempt to resolve the matter through good faith negotiation for a period of thirty (30) days following written notice of the Dispute.
If a Dispute is not resolved through negotiation, it shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, with proceedings conducted in Oklahoma City, Oklahoma. The arbitration shall be conducted before a single neutral arbitrator. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or Confidential Information without first submitting to the arbitration process.
These Terms and all engagements between the parties shall be governed by and construed in accordance with the laws of the State of Oklahoma, without regard to its conflict of laws principles.
These Terms, together with any executed MSA or SOW, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings, whether written or oral. In the event of a conflict, a fully executed MSA or SOW controls over these Terms.
Meetra reserves the right to update these Terms at any time. Updated Terms will be posted to meetrasolutions.com with a revised effective date. Continued engagement with Meetra following notice of updated Terms constitutes acceptance.
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it enforceable.
No failure or delay by either party to enforce any right under these Terms shall constitute a waiver of that right.
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between Meetra and Client.
Neither party shall be liable for delays or failures in performance resulting from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, government action, labor disputes, or failures of third-party service providers. The affected party shall provide prompt written notice and use reasonable efforts to resume performance.
All formal notices under these Terms shall be in writing and delivered by email with confirmed receipt or by certified mail, return receipt requested, to the addresses on file for each party.
Client may not assign any rights or obligations under these Terms without Meetra's prior written consent. Meetra may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
Meetra LLC | meetrasolutions.com | Human. Forward.
Questions regarding these Terms may be directed to: legal@meetrasolutions.com
