Terms of Service — Shift Metrics

These Terms of Service ("Terms") govern your access to and use of the Shift Metrics software, documentation, and related services (collectively, the "Software") provided by Shift Metrics LLC ("Shift Metrics," "we," "us," or "our"). By downloading, installing, or using the Software, you agree to be bound by these Terms. If you do not agree, do not use the Software.

1. License

Subject to your compliance with these Terms and payment of any applicable license fee, Shift Metrics grants you a limited, non-exclusive, non-transferable, non-sublicensable license to install and use the Software solely for your internal business purposes (migrating your own monitoring assets from Datadog to Grafana).

The Free tier license is limited to converting up to 10 dashboards and 10 alert rules per account. Paid tier licenses are subject to the scope described at the time of purchase.

You may not: (a) redistribute, resell, or sublicense the Software to third parties; (b) use the Software to build a competing migration product or service; (c) remove or alter any proprietary notices in the Software.

2. Your Responsibilities

You are solely responsible for:

Ensuring you have the right to export data from your Datadog account and import it into your Grafana instance.
Validating all converted dashboards, alert rules, and log monitors before relying on them in production.
Verifying that converted alert rules fire correctly and that no monitoring gaps exist after migration.
Maintaining backups of your Datadog configuration before running any migration commands.
Complying with the terms of service of Datadog, Grafana Labs, and any other third-party platforms you connect the Software to.

The Software is a conversion aid, not a guarantee of functional parity. Not all Datadog constructs have Prometheus or LogQL equivalents. Unconverted items are flagged as TODO and require manual review. You should not decommission Datadog monitoring until you have independently confirmed that all critical alerts are operational in Grafana.

3. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. To the maximum extent permitted by applicable law, Shift Metrics expressly disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Shift Metrics does not warrant that:

The Software will meet your requirements or produce complete, accurate, or error-free output.
The Software will be uninterrupted, timely, secure, or free from defects.
Any specific percentage of your dashboards or alert rules will convert successfully.
Converted alert rules will behave identically to their Datadog equivalents in all scenarios.

Conversion fidelity statistics published on our website reflect observed results in specific environments and are provided for informational purposes only. Your results may vary significantly depending on the complexity of your Datadog configuration, the metrics available in your Prometheus or Loki environment, and other factors outside our control.

4. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SHIFT METRICS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, including but not limited to loss of revenue, loss of data, loss of business, system downtime, missed alerts, or failure to detect incidents, arising out of or relating to your use of or inability to use the Software, even if Shift Metrics has been advised of the possibility of such damages.

Shift Metrics' total cumulative liability to you for any claims arising under or related to these Terms or the Software shall not exceed the license fees actually paid by you to Shift Metrics in the twelve (12) months preceding the claim. For Free tier users, Shift Metrics' total liability shall not exceed $100 USD.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, the above limitations apply to the fullest extent permitted by law.

5. Indemnification

You agree to indemnify, defend, and hold harmless Shift Metrics and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with: (a) your use of the Software; (b) your breach of these Terms; (c) your violation of any third-party rights, including Datadog's or Grafana Labs' terms of service; or (d) any outage, missed alert, or incident resulting from your reliance on converted monitoring rules.

6. Third-Party Services

The Software interacts with third-party APIs including Datadog and Grafana. Shift Metrics is not affiliated with or endorsed by Datadog, Inc. or Grafana Labs. Datadog is a registered trademark of Datadog, Inc. Grafana is a registered trademark of Grafana Labs. Use of those platforms is governed by their respective terms of service.

Shift Metrics is not responsible for any changes to third-party APIs, rate limits, or terms that affect the Software's ability to function. Access to the Datadog API requires credentials that you provide; Shift Metrics does not store or transmit those credentials.

7. Payment and Refunds

License fees are charged as one-time payments at the time of purchase. All fees are in USD and are non-recurring unless you separately purchase a post-migration support retainer.

We offer a 14-day refund from the date of purchase, no questions asked. To request a refund, email info@shiftmetrics.com with your order details. Refunds are not available after 14 days or after you have used the Software to complete a migration to a production environment.

8. Support

Support is provided by email at the level specified for your license tier (30 days for Starter, 90 days for Professional, 12 months for Enterprise). Support covers questions about tool usage and interpretation of output. It does not include hands-on configuration of your Grafana or Mimir infrastructure, custom metric mapping, or SLA guarantees unless separately agreed in writing.

9. Termination

Your license terminates automatically if you breach any provision of these Terms. Upon termination, you must stop using the Software and destroy all copies in your possession. Sections 3, 4, 5, and 10 survive termination.

10. Governing Law and Disputes

These Terms are governed by the laws of the State of Texas, United States, without regard to its conflict-of-law provisions. Any dispute arising under these Terms shall be resolved by binding arbitration under the rules of the American Arbitration Association, conducted in English. The arbitration shall take place in Texas. Judgment on the award may be entered in any court of competent jurisdiction. You waive any right to participate in a class action lawsuit or class-wide arbitration.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.

11. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated by updating the "Last updated" date above and, where appropriate, by email to active license holders. Continued use of the Software after the effective date of any changes constitutes acceptance of the revised Terms.

12. Entire Agreement

These Terms constitute the entire agreement between you and Shift Metrics with respect to the Software and supersede all prior agreements, representations, and understandings. If any provision is found unenforceable, the remaining provisions remain in full force. Failure to enforce any provision does not constitute a waiver.

Contact

Questions about these Terms? Email us at info@shiftmetrics.com.