Terms & Conditions

IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.

These Terms and Conditions, together with any documents or materials they expressly incorporate by reference (collectively, these “Terms”) form a legally binding agreement between ParkM, LLC, a Colorado limited liability company, along with its affiliates and subsidiaries (collectively, “ParkM,”“we,” “us,” and “our,”), and the person and/or entity, as well as such person and/or entity’s affiliates, heirs, assigns, and successors (collectively, “User,” “you,” or “your”), accessing the website located at https://www.parkm.com/ including any subpages, internal links, content, functionality and services offered thereupon (the “Website”), whether as a guest or registered user. These Terms govern your access to and use of the Website, mobile applications (the “Apps” or each individually an “App”), and any other online services in which these Terms are displayed (the Website and the App, collectively, the “Services”). Your access to and use of the Services are conditioned on your acceptance of and compliance with these Terms. By accessing or using the Services you are indicating that you have read, understand and agree to be bound by these Terms. If you do not agree to these Terms, then you must stop accessing or using the Services. User and ParkM are sometimes referred to herein collectively as the “Parties”.

Modifications

We may revise these Terms from time to time, in our sole and absolute discretion, to reflect changes to the Services, our users’ needs, the needs of our partners, our business priorities, or changes in laws and regulations. The most current version will always be on this page. If the revision is material under applicable law, as determined by us in our sole discretion, we will notify you via posting to the Website or by other means in accordance with applicable legal requirements. Except as set forth in the “Dispute Resolutions; Arbitration and Class Action Waiver” section below, or as otherwise provided by law, by continuing to access or use the Services after those revisions become effective, you agree to be bound by these Terms as revised from time to time. These Terms were most recently updated as of the date listed at the top of this page. You are expected to check this page frequently to remain apprised of any changes. It is your responsibility to check this page and these Terms on a regular basis to remain apprised of any changes as such changes are binding on you and your continued use of the Services.

Additional Terms and Policies

You acknowledge, consent and agree that ParkM may access, preserve, and disclose information you provide if we believe that it is (1) reasonably necessary to comply with any applicable law, regulation, subpoena, legal process or enforceable governmental request; (2) necessary to enforce the provisions of ParkM’s privacy policy, found at https://www.parkm.com/privacy-policy/ ; (3) required to enforce these Terms, including investigation of potential violations; or (4) necessary to investigate or protect against actual or threatened harm to the rights, property, or safety of ParkM, our users, or the public as required or permitted by law.

User is responsible for ensuring that all persons who access the Services through User’s internet connection, or on behalf of User, are aware of these Terms and comply with them.

Eligibility and Scope

You may use the Services only if you have the authority to form a binding contract with ParkM in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations. Without limiting the foregoing, the Services are only available to those individuals who are at least 18 years old. By continuing to use the Website, or by otherwise accepting these Terms, you (a) agree to be legally bound by these Terms and (b) represent and warrant that (1) you are of legal age to enter into a binding agreement, and (2) if User is a corporation, governmental organization, or other legal entity, the person accessing or using the website on its behalf has the right, power, and authority to enter into these terms on behalf of the User and bind User to these Terms (in such cases, the references to “you” and “your” in these Terms except for in this sentence, refer to such corporation, governmental organization or other entity).

If ParkM has previously prohibited you from accessing or using the Services, you are not permitted to access or use the Services except as may subsequently be permitted in ParkM’s sole discretion.

Account Registration; Account Security

You may be required to register for a password-protected account (“ Account”) to use parts of the Services. You must provide accurate, current, and complete information as part of such registration and at all other times when you use the Services, and to update information to keep it accurate, current, and complete. Among other things, you may be required to provide your name, phone number, email address(es), apartment or unit number, and vehicle identification information, including license plate number, vehicle identification number, make, model, year and color, to your Account. By providing such vehicle identification information, you represent and warrant that you are authorized to provide such information to your Account, that all such vehicle(s) are registered and insured per applicable law, and that all drivers of such vehicle(s) are properly licensed to operate such vehicle(s). We reserve the right to prohibit certain vehicles from being added to an Account in our sole discretion. We may request additional information from you to authenticate your Account and the contents thereof.

You are solely responsible for safeguarding your Account credentials and authentication measures, including your password, and you must not disclose this information to any other person or entity. We encourage you to use a strong Account password. You are solely responsible for all activity that occurs on your Account, and we may assume that any activity under your Account has been initiated and authorized by you. You must notify ParkM immediately of any breach of security or unauthorized use of your Account. ParkM will not be liable, and you shall be liable, for losses, damages, liability, expenses, including lawyers’ fees incurred by ParkM or a third party arising from unauthorized use of access to your Account due to your conduct regardless of whether you have notified us of such unauthorized use. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your Account.

ParkM has the right to disable any username, password, or other identifier, whether chosen by User or provided by us, at any time, in our sole discretion, for any or no reason, including, if, in ParkM’s opinion, you have violated any provision of these Terms.

Rules and Prohibitions

The following requirements apply to your use of the Services:

You will not use any feature of the Services, including chat features, for any purpose that is unlawful, tortious, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful.
You will not use the Services for any commercial, non-personal purpose not expressly approved by ParkM in writing.
You will not upload or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment.
You will not rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services, or any features or functionality of the Services, to any third party for any reason.
You will not remove, delete, alter, or obscure any trademarks or any copyright, patent or other intellectual property or proprietary rights notices included in the Services, including any copy thereof.
You will not use the Services in a way that violates any law or promotes any illegal activities, including, but not limited to the submission of inappropriate or unlawful content to or through the Services.
You will not obtain or attempt to obtain unauthorized access to the Services or to ParkM’sservers, systems, network, or data; scrape, access in violation of these Terms, monitor, index, frame, link, copy, or search (or attempt to do so) the Services by any means (automated or non-automated) other than through currently available, published interfaces that are provided by ParkM (and only pursuant to these Terms) (crawling the Services is permissible in accordance with these Terms, but scraping the Services without the prior written consent of ParkM is expressly prohibited).
You will not use another person’s Account, impersonate any person or entity; or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the Services.
You will not violate any rights of any third party, including trade secrets, privacy, or publicity rights.
You will not undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Services or that would be intentionally deceitful or fraudulent.
You will not probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures we may use to prevent or restrict access to the Services or use of the Services or the content therein.
You will not attempt to indirectly undertake any of the prohibitions herein.

ParkM’s License to You

Subject to your compliance with these Terms, ParkM grants you a limited, non-exclusive, non-assignable, non-sublicensable, revocable, license to use the Services as it is provided to you by ParkM. Except where ParkM has explicitly agreed otherwise, the license granted herein is solely for your personal, noncommercial use. The license extends only in connection with your access to and participation in the Services and only in a manner that complies with all legal requirements that apply to you or your use of the Services.

ParkM may revoke this license at any time, in its sole discretion. Upon revocation, you may not access or use the Services, and you must delete all copies of the Services and related software from your devices. Neither title to any Intellectual Property Rights (as defined herein) associated with the Services nor any portion of any Intellectual Property Rights associated with the Services (except as expressly provided herein) are transferred to you, but rather remain with ParkM and its licensors, who shall continue to own full and complete title to the Intellectual Property Rights, and ParkM and its respective licensors reserve all rights not expressly granted to you. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise exploit the Services or any Intellectual Property Rights, except as expressly permitted in these Terms.

ParkM further reserves the right to modify, suspend, or terminate the license to use the Services at any
time in its sole discretion.

Account Suspension or Termination

We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to
limit, block, suspend, deactivate, or cancel your Account in whole or in part. We may also temporarily
or permanently prohibit you or any other user from adding a particular vehicle to an Account. Without
limiting the foregoing, we may terminate your Account if we suspect fraud or misconduct, such as if you engage in excessive use of chargebacks on your payment method. If we exercise our discretion under these Terms to suspend or terminate your Account, any or all of the following can occur with or without prior notice or explanation to you: (a) your Account will be deactivated or suspended, your password will be disabled, and/or you will not be able to access the Services or receive assistance from ParkM support teams; and (b) if appropriate in our sole discretion, we may communicate to third parties that your Account has been terminated, blocked, suspended, deactivated, or cancelled, and why this action has been taken. You may cancel your use of the Services and/or terminate your Account at any time by emailing us at support@parkm.com. Please note that if your Account is cancelled, we do not have an obligation to delete or return to you any Account records or activity, unless otherwise required under applicable law.

Intellectual Property Rights; Feedback

All right, title, and interest in and to the Services are and will remain the exclusive property of ParkM. All materials therein, including, without limitation, the ParkM name, domain names software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, distinctive brand features and all intellectual property rights, including all patents, copyrights, moral rights, trademarks, and trade secrets related thereto (together with the Services, the “Intellectual Property Rights”), are the exclusive property of ParkM and its licensors. The Intellectual Property Rights are protected by copyright, trademark, and other laws of both the United States and foreign countries. You acknowledge that the Intellectual Property Rights have been developed, compiled, prepared, revised, selected, and arranged by ParkM and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable property of ParkM and such others. Except as explicitly provided herein, nothing in these Terms gives you a right to use, reproduce, distribute, modify, create derivative works of, republish, download, store, or transmit the Intellectual Property Rights. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.

Any feedback, comments, questions, or suggestions (collectively, “Feedback”) you may provide regarding the Services is entirely voluntary, and we will be free to use such feedback, comments or suggestions without any obligation to you. By sending us any Feedback you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback; (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development; (iii) grant us an irrevocable, non- exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute, and sublicense the Feedback; and (iv) irrevocably waive, and cause to be waived, against ParkM any claims and assertions of any moral rights contained in such Feedback. These provisions regarding Feedback shall survive any termination of your Account or the Services.

Payments

Our Services may require payments from you. The payment required shall be displayed to you through the Services. You understand that only certain forms of payment may be accepted, and these acceptable forms of payment are subject to change at any time. You may provide us with a method of payment, and by doing so, you represent and warrant that you are authorized to use that method of payment.

You represent and warrant that: (i) you have the legal right to use any credit cards or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

ParkM processes payments through a third-party payment processor, Stripe, Inc. (the “Processor”). You agree and authorize ParkM, through the Processor, to charge your credit card for any applicable fees, whether recurring or one-time fees, and you agree to make payments using that selected payment method on a recurring basis until the Services are terminated and cancelled. These Terms, including provisions relating to the payment of fees, are subject to the terms of service, privacy policy and other terms and conditions of the Processor, which can be found at stripe.com. The Processor may impose insufficient fund charges or other fees associated with processing payments, including any denial of such process. We are not responsible for your interactions with the Processor or for any charges or fees they may impose. When you use any of the Services that require payment, a temporary pre-authorization hold may be placed on your designated payment method to verify that the card is valid and has funds available for your intended purchase. If your payment details change, you are responsible to provide us with updated card details. We may use these new details in order to help prevent any interruption to your use of the Services. If you would like to use a different payment method or if there is a change in payment method, please visit your account settings to update your billing information.

You are responsible for all activity in your Account, including payment transactions. When a payment transaction is initiated in your Account, you authorize us to process the applicable fees by charging any payment method you provide us. If you do not have a valid form of payment transaction, you will not have access to all Services. We also reserve the right to suspend or terminate your Account if your payment method is declined or if we suspect any fraud on your Account. If you have stored payment information with us, you agree to keep such payment information accurate, current, and complete. We are not responsible if your access to the Services is limited based on inaccurate payment information.

Returned payments or payments that are declined will result in cancelation of the Services without notice. Payments are non-refundable.

Subscriptions

Some parts of the Services are billed on a subscription basis (“Subscription(s)”). You will automatically be billed on a recurring and periodic basis for these Subscriptions (“Billing Cycle”).Billing Cycles are set at a monthly basis and payments are due and processed at the beginning of each Billing Cycle. Payments for each Billing Cycle are non-refundable once due. At the end of each Billing Cycle, the Subscription will automatically renew under the exact same conditions unless you cancel it or ParkM cancels it.

A valid payment method, including credit card or other authorized payment, is required to process the payment for each Subscription. By submitting such payment information, you automatically authorize
ParkM and the Processor to charge all Subscription fees incurred through your Account to any such payment instruments on a regular and recurring basis. You may cancel your Subscription renewal either
through your Account or by emailing ParkM at support@parkm.com. Until such notice of cancellation is received, Subscription payments shall continue to be regularly processed on a recurring basis.

Prohibited Uses

User may use the Website only for lawful purposes and in accordance with these Terms. You shall not use the Website:

In any way that violates any applicable federal, state, local, or international law or regulation(including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
To transmit, or procure the sending of, any advertising or promotional material, including any“junk mail,” “chain letter,” “spam,” or any other similar solicitation.
To impersonate or attempt to impersonate ParkM, a ParkM employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by ParkM, may harm ParkM or users of the Website, or expose them to liability.
To modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Website or any part thereof.

Additionally, User shall not:

Remove, delete, alter, or obscure any trademarks or any Intellectual Property Rights or proprietary rights notices provided on the Website.
Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms, without ParkM’s prior written consent.
Use any device, software, or routine that interferes with the proper working of the Website.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Website.

SMS Parking Notifications

By providing your phone number, you are opting in to receive parking notifications from ParkM via SMS. You will receive text messages about the status of your parking permit, receipts, payment issues and other notices concerning your parking permit(s). Message and data rates may apply. You may modify your notification preferences at any time through your account settings. You may also contact our customer support team at suppor@parkm.com for assistance.

Network Access and Devices

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and any updates. We do not guarantee that the Services will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the internet and electronic communications.

Third-Party Links and Resources

The Services may contain information and content provided by third parties and may contain links to
third-party websites, mobile applications, software, and other resources that are not owned or controlled by ParkM, including those maintained by governmental entities (collectively, “Third-Party Resources”). ParkM is not responsible for the availability, accuracy, content, products, or services of such Third-Party Resources and does not make any representation or warranty in relation to Third-Party Resources and does not endorse and is not responsible or liable for such Third-Party Resources. The existence of any Third-Party Resources does not imply any endorsement by ParkM, and ParkM does not endorse or assume any responsibility for any such Third-Party Resources. If you access a Third-Party Resource from the Services, including websites, mobile applications, or resources maintained by governmental entities, you do so at your own risk, and you understand that these Terms do not apply to your use of such Third-Party Resources. You understand that your use of Third-Party Resources may be subject to terms and conditions imposed by third parties. You expressly relieve ParkM from any and all liability arising from your use of any Third-Party Resources. You acknowledge and agree that ParkM is not responsible or liable for: (i) the availability or accuracy of such Third-Party Resources; or (ii) the content, products, or services on or available from such Third-Party Resources.

Warranties and Disclaimers

Your access to and use of the Services is at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, PARKM AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ANY AND ALL WARRANTIES RELATED TO THE SERVICES, EXPRESS OR IMPLIED, INCLUDING AND WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security, or reliability of the Services or any content thereon. ParkM will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services. You also agree that ParkM has no responsibility or liability for its deletion of, or the failure to store, retain, or transmit, any records related to your Account. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from ParkM or through the Services, will create any warranty not expressly made herein.

User understands that ParkM cannot and does not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. User is responsible for implementing sufficient procedures and checkpoints to satisfy User’s particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to ParkM’s site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, PARKM WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT USER’S COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO USER’S USE OF THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO USER’S DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PARKM AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (II) ANY CONDUCT OR CONTENT OF ANY THIRD-PARTY RESOURCES; (III) ANY CONTENT OBTAINED FROM THE SERVICES; AND (IV) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT PARKM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of
liability for consequential or incidental damages, so the limitations above may not apply to you.

Indemnification

TO THE FULL EXTENT PERMITTED BY LAW, YOU AGREE TO RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS PARKM AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, FROM AND AGAINST ANY CLAIMS, LIABILITIES, DAMAGES, LOSSES, AND EXPENSES, INCLUDING WITHOUT LIMITATION REASONABLE LEGAL AND ACCOUNTING FEES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (A) YOUR VIOLATION OF THESE TERMS; (B) YOUR VIOLATION OF ANY LOCAL, STATE, FEDERAL, OR INTERNATIONAL LAW, RULE, OR REGULATION; (C) ANY MISREPRESENTATION MADE BY YOU; OR (D) YOUR AUTHORIZATION OF ANYONE ELSE TO USE YOUR PASSWORD OR ACCOUNT.

If you are a California resident, you hereby waive California Civil Code § 1542, which says: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” This release includes the criminal acts of others. If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.

Dispute Resolutions; Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

The Parties agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.

This Section is intended to be interpreted broadly and governs any and all disputes between the Parties in relation to the Services, including but not limited to claims arising out of or relating to any aspect of the Parties’ relationship, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, including claims that arose before the effectiveness of these (including, but not limited to, claims related to your use of the Services, including payments initiated through the Services) and claims that may arise after the termination of these Terms but which arise out of your use of the Services. Disputes between the Parties shall be resolved by good faith negotiations and binding arbitration. The only disputes excluded from this broad application and use of binding arbitration are those disputes concerning infringement or misappropriation of Intellectual Property Rights and instances of fraud and willful misconduct.

By agreeing to these Terms, you agree to resolve any and all disputes with ParkM as follows:

Initial Dispute Resolution: Most disputes can be resolved without resorting to litigation. If a dispute arises, you can reach ParkM’s support department at support@parkm.com. Except for claims related to infringement or misappropriation of Intellectual Property Rights, the Parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through good faith negotiation and consultation. Binding arbitration may only be commenced if the Parties are unable to resolve such dispute through good faith negotiations.

Binding Arbitration: If the Parties do not reach an agreed-upon solution within a period of 30 days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms, the Parties’ relationship with each other, and/or your use of the Services shall be finally settled by binding arbitration administered by JAMS in accordance with (a) the JAMS Streamlined Arbitration Procedure Rules for claims that do not exceed $250,000 or (b) the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000, as each are in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including but not limited to any claim that all or any part of these Terms is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the Parties and may be entered as a judgment in any court of competent jurisdiction. To start an arbitration, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com ); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS at 1155 F Street, NW, Suite 1150, Washington, DC 20004; and (c) send one copy of the Demand for Arbitration to the attention of ParkM’s legal counsel: Goodspeed Merrill at 9605 S. Kingston Court, Suite 200, Englewood, CO 80112; Attn: ParkM, LLC, Legal Counsel.

You will be required to pay $250 to JAMS to initiate an arbitration against us. Each party shall share equally in the arbitrator’s fees and each party shall be responsible for its own attorneys’ fees unless, as part of the arbitrator’s findings, the arbitrator awards the award of attorneys’ fees, or any portion thereof, which the Parties agree the arbitrator shall be entitled to award.

The Parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

Arbitration shall be initiated in Arapahoe county in the State of Colorado, United States of America. You and ParkM further agree to submit to the personal jurisdiction of any federal or state court in Arapahoe County, Colorado in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

Exception to Arbitration: Notwithstanding the Parties’ agreement to resolve disputes through arbitration, either party may, without the requirement to otherwise pursue the general dispute resolution requirements under these Terms, bring an enforcement action (including an action for injunctive relief or specific performance), validity determination or claim arising from or relating to (i) misappropriation or infringement of Intellectual Property Rights or (ii) fraud or willful misconduct, in each case in state or federal court located in the State of Colorado (and when appropriate in the U.S. Patent and Trademark Office to protect its Intellectual Property Rights).

Class Action Waiver: You further agree that the resolutions to disputes shall be conducted in your individual capacity only and not as a member of a class action or other representative action, and you expressly waive your right to file a class action or seek relief on a class basis. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST PARKM ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Changes to This Section: ParkM will provide 30 days’ notice of any changes affecting the substance of this dispute resolution section by posting notice on the Website, sending you a message, or otherwise notifying you when you are logged into your Account. Amendments will become effective 30 days after they are posted on the Services or sent to you.

Survival: This “Dispute Resolutions; Arbitration and Class Action Waiver” Section shall survive any termination of your Account or the Services for any reason.

General

Entire Agreement. These Terms, together with any other legal notices, amendments, and additional agreements or policies published by ParkM in relation to the Services, shall constitute the entire agreement between you and ParkM concerning the Services. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. These Terms supersede and replace any prior agreements between ParkM and you regarding the Services.

Section Headings. The Section headings in these Terms are for convenience only and have no legal or contractual effect.

Governing Law; Jurisdiction. All matters relating to the Website, these Terms, or the Services, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Colorado without regard to its conflict of laws provisions.

Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and ParkM’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Statute of Limitations . Except where prohibited by applicable law, you agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these Terms must be filed within one year after such claim or cause of action arose or be forever barred.

Force Majeure. Neither ParkM nor you shall be liable to the other for any delay or failure in performance under these Terms arising out of a cause beyond its control and without its fault or negligence (in each case, a “Force Majeure Event”). Such Force Majeure Events may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.. Notwithstanding the foregoing, any delay or failure to make payments when due shall not constitute a Force Majeure Event.

No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

Transferability and Assignability. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by ParkM without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns.

Notices. We may deliver notice to you by email, posting a notice on the Services, or any other method we choose, and such notice will be effective on dispatch. You agree to keep your email address information current. You agree that all notices, disclosures, and other communications that we provide
to you electronically satisfy any legal requirement that such communications be in writing. If you give notice to us, it will be effective when received by mail at ParkM 4950 S. Yosemite St., F2 – 247, Greenwood Village, CO 80111 or by email at support@parkm.com.

Contact us. Please contact us in writing by email support@parkm.com or by mail to ParkM 4950 S.

Yosemite St., F2 – 247, Greenwood Village, CO 80111 with any questions regarding these Terms.

In the event of a complaint or concern regarding these Terms, the Website, the Services, or for more information, please contact ParkM at support@parkm.com.