Terms and Conditions of Use
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Parking Partners Inc. an Illinois corporation, provides the services offered on the ParkingBroker.com Web site (the “Services”) to you, subject to and under the following Terms and Conditions (the “Terms” or the “Agreement”). ParkingBroker.com is referred to herein as “ParkingBroker.com” or “ParkingBroker” and this web site is referred to herein as “ParkingBroker.com” or the “ParkingBroker Web Site”. YOU MUST AGREE TO THESE TERMS AS A CONDITION OF USING, PURCHASING, OR ENJOYING THE SERVICES. BY PURCHASING, USING, OR ENJOYING THE SERVICES ON PARKINGBROKER.COM, YOU AGREE AND ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND AGREE TO BE BOUND BY THEM, WITHOUT LIMITATION OR QUALIFICATION. YOU FURTHER UNDERSTAND, AGREE, AND ACKNOWLEDGE THAT THE SERVICES AND YOUR USE AND ENJOYMENT OF THE SERVICES ARE EXCLUSIVELY GOVERNED BY THESE TERMS, AND THESE TERMS CANNOT BY MODIFIED BY YOU. YOU ALSO AGREE AND ACKNOWLEDGE THAT NO SIGNATURES ARE REQUIRED IN CONNECTION WITH THE TERMS FOR YOU TO BE FULLY BOUND BY THEM. By accessing or using ParkingBroker.com you agree to comply with and be bound by these Terms and Conditions of Use ("Terms of Use") Please read these Terms of Use carefully as well as the Privacy Policy of ParkingBroker.com which is incorporated herein by reference. If you do not agree to these Terms of Use and the Privacy Policy, you must immediately terminate use of ParkingBroker.com. You may print or save a copy of these Terms of Use for your records. 1. License Grant. You are granted a personal, revocable, limited, non-exclusive, non-transferable license to access and use ParkingBroker.com conditioned on your continued acceptance of, and compliance with, these Terms of Use. You may use ParkingBroker.com and the ParkingBroker Content (as defined below) for your noncommercial personal use and for no other purpose. ParkingBroker reserves the right to bar, restrict or suspend any user's access to ParkingBroker.com, and/or to terminate this license at any time for any reason. ParkingBroker reserves any rights not explicitly granted in these Terms of Use. 2. License Restrictions. Unless otherwise expressly stated in these Terms of Use or you receive ParkingBroker's prior written consent, you may not modify, translate, create derivative works of, copy, distribute, market, display, remove or alter any proprietary notices or labels from, lease, sell, sublicense, clone, transfer, decompile, reverse engineer, or incorporate into any information retrieval system (electronic or mechanical), ParkingBroker.com, any ParkingBroker Content (as defined below), or any portion thereof. Further, you may not (i) use ParkingBroker.com for any unauthorized or illegal purpose or activity including, but not limited to, any activity to obtain or attempt to obtain unauthorized access to ParkingBroker.com, including ParkingBroker Content; (ii) interfere with the proper working of ParkingBroker.com including, but not limited to, the transmission of any virus, worm, trap door, back door, timer, clock, Trojan horse, or other limiting routine, instruction or design; or (iii) interfere with any other person's use and enjoyment of ParkingBroker.com. 3. Your Acceptance; Revisions to Terms of Use. The ParkingBroker Web Site is available only to individuals who can enter into legally binding contracts under applicable law. These Terms of Use constitute a legally binding agreement between you and the ParkingBroker Web Site regarding your use and access to ParkingBroker.com. By using ParkingBroker.com you agree to the Terms of Use. ParkingBroker reserves the right to revise these Terms of Use at any time in its sole discretion by posting revised Terms of Use to ParkingBroker.com. Your use of ParkingBroker.com signifies your acceptance of all the terms and conditions contained within the Terms of Use posted at the time of your use. You will be responsible for regularly reviewing the Terms of Use posted to ParkingBroker.com. No revision to these Terms of Use, including to the Arbitration provision set forth in Section 23, shall apply to a controversy or claim of which ParkingBroker had actual notice on or before the date of any such revision. 4. ParkingBroker Policies; Additional Terms and Conditions. ParkingBroker's Privacy Policy, as well as other additional terms and conditions applicable to certain portions of ParkingBroker.com (collectively "Additional Terms and Conditions") are incorporated herein by reference. To the extent that there is a conflict between these Terms of Use and any Additional Terms and Conditions for the Services you may elect, the Additional Terms and Conditions shall govern. 5. Click-Through Agreements. Before using certain areas of ParkingBroker.com you may be asked to indicate your acceptance of additional special terms and conditions by clicking a button marked “I Accept” “I Agree” “Okay” “I Consent” or other words or actions that similarly acknowledge your consent or acceptance of a Click-Through Agreement. To the extent there is a conflict between these Terms of Use and any Click Through Agreement for specific Services which you elect to use, the Click Through Agreement will govern. 6. Consent to E-mail Communications from ParkingBroker, affiliates, and third parties. From time to time, we will send you e-mail announcements or correspondence on new features, products and services offered by ParkingBroker, selected advertisers, affiliates, and related companies. BY PURCHASING, USING, OR ENJOYING THE SERVICES ON THE PARKINGBROKER WEB SITE, YOU EXPRESSLY CONSENT AND OPT-IN TO RECEIVING E-MAIL FROM PARKINGBROKER, ITS AFFILIATES, RELATED COMPANIES, AND ADVERTISERS. SOME ADVERTISERS MAY PREFER TO CONTACT YOU DIRECTLY, AND BY PURCHASING, USING, OR ENJOYING THE SERVICES ON THE PARKINGBROKER WEB SITE, YOU EXPRESSLY CONSENT AND OPT-IN TO HAVING THIRD PARTY ADVERTISERS CONTACT YOU. 7. Personal Login Information. Certain features and areas of ParkingBroker.com are available only with registration, login and/or a paid subscription. If you are required to register and select a unique login and password ("Personal Login Information"), you must keep your Personal Login Information confidential. Your Personal Login Information is personal to you and you may not allow any third party to use it under any circumstances. ParkingBroker is not liable for any harm caused by or related to the theft, misappropriation, disclosure, or unauthorized use of your Personal Login Information. You must contact ParkingBroker immediately if you become aware of or believe there is or may have been any unauthorized use of your Personal Login Information, or otherwise wish to deactivate your Personal Login Information due to security concerns. 8. Privacy Policy. For information about ParkingBroker's data protection practices and ParkingBroker's use and protection of your personal information, please read ParkingBroker's Privacy Policy which is incorporated into and made a part of these Terms of Use. 9. User Obligations. You warrant that you will abide by all applicable local, state, national and international laws and regulations with respect to your use of ParkingBroker.com and not interfere with the use and enjoyment of ParkingBroker.com by other users or with ParkingBroker's operation and management of ParkingBroker.com. You will, at all times, provide true, accurate, current, authorized, and complete information when submitting information or materials on ParkingBroker.com, including, without limitation, information required to be provided through an ParkingBroker Web site registration form. If any false, inaccurate, untrue, unauthorized or incomplete information is submitted by you, ParkingBroker reserves the right to terminate your access and use of ParkingBroker.com. You warrant that you will not impersonate any other person or entity, whether actual or fictitious, when using ParkingBroker.com, or defame or otherwise harm any party, including ParkingBroker, through your use of ParkingBroker.com. 10. Proprietary Rights. The content of ParkingBroker.com includes, without limitation, (i) ParkingBroker.com's trademarks, service marks, logos, brands, and brand names, trade dress and trade names and other distinctive identification (collectively "ParkingBroker Marks"); and (ii) information, data, materials, interfaces, computer code, databases, products, services, software applications and tools, text, images, photographs, audio and video material, and artwork, and (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through ParkingBroker.com (the items identified in subsections (i) (ii) and (iii) shall be collectively referred to herein as "ParkingBroker Content"). ParkingBroker Content is the property of the ParkingBroker, its licensors, sponsors, partners, advertisers, content providers or other third parties and is protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national and international laws, treaties and regulations. The reproduction, transmission, distribution, sale, publication, broadcast, circulation or dissemination of any ParkingBroker Content by you, or by you through any other person or entity, is prohibited unless express written consent is separately obtained from ParkingBroker or the owner of such content if ParkingBroker is not the owner. Any use of the ParkingBroker Marks without ParkingBroker's express written consent is strictly prohibited. You may not alter, delete, obscure or conceal any copyright or other notices appearing in the ParkingBroker Content, including any such notices appearing on any ParkingBroker Content you are permitted to download, transmit, display, print, or reproduce from ParkingBroker.com. 11. Responsibility for Use of the Internet and the ParkingBroker Web Site. Use of the Internet and ParkingBroker.com is solely at your risk and is subject to all applicable local, state, national and international laws and regulations. ParkingBroker does not guarantee the confidentiality or security of any communication or other material transmitted to or from ParkingBroker.com over the Internet or other communication network. ParkingBroker shall not be obligated to correct or update ParkingBroker.com or the ParkingBroker Content and ParkingBroker shall not be liable for omissions, typographical errors, or out-of-date information which may appear on ParkingBroker.com. 12. We Do Not Provide Real Estate Services to You. ParkingBroker.com, or its affiliates may refer independent real estate professionals, brokers, or agents to you; however, ParkingBroker.com does not itself engage in real estate broker services on your behalf. All real estate brokerage services are performed by independent, local brokers/agents that have been referred to you by ParkingBroker.com. The terms of any agreement between a real estate broker/agent and you are not endorsed, recommended, or otherwise known to or by ParkingBroker.com. 13. We Do Not Provide Legal Services To You. ParkingBroker.com, or its affiliates may refer independent lawyers to you or offer a prepaid services plan. By using ParkingBroker.com and purchasing a plan or service including pre-paid legal services, you agree to the following: no attorney-client privilege is created between you and ParkingBroker.com, ParkingBroker.com is not permitted to engage in the practice of law including providing any kind of advice, explanation, opinion, or recommendation to a consumer about possible legal rights, options, selection of forms, or strategies, and ParkingBroker.com has not provided any legal advice of any kind and all such advice, if any, was obtained from a third-party attorney. 14. Third-Party Services. Any dealings or communications you have through ParkingBroker.com with any party other than ParkingBroker.com are solely between you and that third party. ParkingBroker makes no representation with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, or reliability of such third party materials, information, services or products. For example, certain areas of ParkingBroker.com may allow you to conduct transactions with third parties or purchase goods or services from third parties. YOU UNDERSTAND, ACKNOWLEGE, AND AGREE THAT, UNDER NO CIRCUMSTANCES, WILL PARKINGBROKER.COM HAVE ANY LIABILITY RELATED TO ANY GOODS, SERVICES, RESOURCES OR CONTENT AVAILABLE THROUGH SUCH THIRD-PARTY DEALINGS OR COMMUNICATIONS OR FOR ANY INFORMATION THAT YOU PROVIDE TO THIRD PARTIES OR FOR ANY HARM RELATED THERETO. Please review carefully that third party's policies and practices and make sure you are comfortable with them before you engage in any transaction. Complaints, concerns or questions relating to materials or services provided by third parties should be forwarded directly to the third party. IT IS SOLELY YOUR RESPONSIBILITY TO DETERMINE WHETHER YOU HAVE PURCHASED A SERVICE THROUGH A THIRD PARTY. 15. Advertisers. The ParkingBroker Web Site may contain advertisements of third parties. The inclusion of advertisements on ParkingBroker.com does not imply endorsement of the advertised products or services by ParkingBroker. ParkingBroker shall not be responsible for any loss or damage of any kind incurred as a result of the presence of such advertisements on ParkingBroker.com. Further, ParkingBroker shall not be responsible or liable for the statements or conduct of any third party advertisers appearing on ParkingBroker.com. You shall be solely responsible for any correspondence or transactions you have with any third party advertisers. 16. Links to Third Party Web sites. The ParkingBroker Web Site may provide links (including any link through an on-line banner advertisement) to other sites on the Internet for your convenience. These other sites are maintained by third parties over which ParkingBroker exercises no control. The appearance of any such third party links is not intended to endorse any particular company or product. If you decide to access any of the third party sites linked to ParkingBroker.com, you do so entirely at your own risk. 17. Links to the ParkingBroker Web Site and ParkingBroker Content. Links posted by third parties to ParkingBroker.com and/or ParkingBroker Content may not use the ParkingBroker trademark or logo and shall not suggest that ParkingBroker promotes or otherwise endorses any third party products, business relationships, services, causes, campaigns, Web sites, content, or information. Any links to any portion of ParkingBroker.com shall be the responsibility of the linking party. ParkingBroker reserves the right to require any linking party to disable or remove any link that violates ParkingBroker's rights or causes interruption or deterioration of ParkingBroker Content. 18. Warranties Disclaimed. THE PARKINGBROKER WEB SITE AND PARKINGBROKER CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE." NEITHER PARKING PARTNERS, INC., ITS AFFILIATES, SUBSIDIARIES, EMPLOYEES, OFFICERS, OR TRUSTEES NOR ANY OF ITS AGENTS, REPRESENTATIVES, SUPPLIERS, ADVERTISERS, PROMOTIONAL PARTNERS, OR LICENSORS (COLLECTIVELY "PARKINGBROKER PARTIES") PROVIDE ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION, ANY REPRESENTATION OR WARRANTY THAT (i) THE PARKINGBROKER WEB SITE OR PARKINGBROKER CONTENT, OR ANY RESULTS THAT MAY BE OBTAINED BY YOU, ARE COMPLETE, ACCURATE, RELIABLE OR NON-INFRINGING; (ii) ACCESS TO THE PARKINGBROKER WEB SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (iii) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PARKINGBROKER WEB SITE WILL MEET YOUR EXPECTATIONS; OR (iv) PARKINGBROKER CONTENT WILL REMAIN UNCHANGED OR ACCESSIBLE ON THE PARKINGBROKER WEB SITE. ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. 19. Limitation of Liability. THE PARKINGBROKER PARTIES SHALL NOT BE LIABLE, AND DISCLAIM ANY LIABILITY, FOR ANY CLAIM, LOSS OR DAMAGE, DIRECT OR INDIRECT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND WHATSOEVER IN CONNECTION WITH, AS A RESULT OF, OR ARISING (i) OUT OF THE USE OF OR INABILITY TO USE THE PARKINGBROKER WEB SITE AND/OR ANY PARKINGBROKER CONTENT; (ii) FROM ANY INTERRUPTION IN THE AVAILABILITY OF THE PARKINGBROKER WEB SITE AND/OR PARKINGBROKER CONTENT; (iii) FROM ANY LOSS OF DATA AND/OR FROM ANY EQUIPMENT FAILURE; (iv) OUT OF THE PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY PROBLEMS WITH THE GOODS, CONTENT AND/OR SERVICES PURCHASED OR OBTAINED FROM THE PARKINGBROKER WEB SITE, OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE PARKINGBROKER WEB SITE; (v) FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (vi) FROM STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PARKINGBROKER WEB SITE; (vii) FROM ANY DELAY OR FAILURE OF THE PARKINGBROKER WEB SITE ARISING OUT OF CAUSES BEYOND PARKINGBROKER'S CONTROL; (viii) OUT OF THE USE OF, REFERENCE TO, OR RELIANCE ON, THE PARKINGBROKER CONTENT; (ix) OUT OF ANY THIRD PARTY MATERIALS, INFORMATION, PRODUCTS AND SERVICES CONTAINED ON, OR ACCESSED THROUGH, THE PARKINGBROKER WEB SITE (x) OUT OF ANY CONTENT, MATERIALS, ACCURACY OF INFORMATION, AND/OR QUALITY OF THE PRODUCTS, SERVICES OR MATERIALS PROVIDED BY OR ADVERTISED ON THIRD PARTY WEB SITES; OR (xi) OUT OF ANY OTHER MATTER RELATING TO THE PARKINGBROKER WEB SITE OR PARKINGBROKER CONTENT. In the event you are dissatisfied with, or dispute, these Terms of Use, ParkingBroker.com and/or the ParkingBroker Content, your sole right and exclusive remedy is to terminate your use of ParkingBroker.com, even if that right or remedy is deemed to fail of its essential purpose. You confirm that ParkingBroker has no other obligation, liability or responsibility to you or any other party. 20. Exclusions permitted by law. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN SECTIONS 18 AND 19 WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND PARKINGBROKER'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. 21. Indemnification. To the fullest extent permitted by law, you shall defend, indemnify, and hold harmless the ParkingBroker Parties from and against all claims arising from or in any way related to your use of ParkingBroker.com and/or ParkingBroker Content, a violation by you of these Terms of Use, or any other actions connected with your use of ParkingBroker.com and/or ParkingBroker Content, including any liability or expense, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees. ParkingBroker will endeavor to provide prompt written notice of any such claims, but failure to provide such notice will not release you from any of your obligations pursuant to this Section except to the extent that you are actually prejudiced by such failure, and will not relieve you from any other liability that you may have to the ParkingBroker Parties other than under this Section. 22. Term and Termination. These Terms of Use will take effect at the time you begin using ParkingBroker.com. ParkingBroker reserves the right, with or without notice, at any time and for any reason to deny you access to ParkingBroker.com or to any portion thereof, and to terminate these Terms of Use. These Terms of Use will terminate automatically if you fail to comply with the terms set forth herein. You may terminate these Terms of Use at any time by ceasing to use the ParkingBroker Website, but all applicable provisions of these Terms of Use will survive such termination. Upon termination, you must destroy all copies of any portion of ParkingBroker.com, including any ParkingBroker Content, in your possession. 23. Arbitration; Venue. Any controversy or claim (“Claim”) you have arising out of or relating to these Terms of Use shall be resolved by a single impartial arbitrator pursuant to proceedings administered by the American Arbitration Association under its rules for resolution of commercial disputes. Any such Claim shall be brought solely by you as an individual and not as part of, or as a representative of, a class. The arbitration shall be held in Chicago, Illinois. All submissions to the arbitrator, the proceedings and the award shall be confidential. The arbitration shall be conducted on an expedited basis with minimal discovery. The arbitrator’s award shall be final and binding. The courts of the State of Illinois and/or the United States District Court for the Northern District of Illinois shall have exclusive jurisdiction and venue over (i) any action concerning the enforcement of an arbitration award, or (ii) if arbitration is not permitted by law, then any Claim you have arising out of or relating to these Terms of Use. You agree to unconditionally and irrevocably submit to the exclusive jurisdiction and venue of such courts and you will not object to such jurisdiction and venue on the grounds of lack of personal jurisdiction, inconvenient forum or otherwise. EACH PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OF USE. ParkingBroker reserves all rights and remedies available to it, in law or equity, with respect to any matter relating to these Terms of Use. Neither party consents or agrees to any arbitration on a class or representative basis, and the arbitrator shall have no authority to proceed with an arbitration on a class or representative basis. No arbitration will be consolidated with any other arbitration proceeding without the consent of all parties. Any claim or controversy as to the enforceability of this arbitration provision’s restriction on your right to participate in or pursue a class action or classwide arbitration shall be brought only in the United States District Court for the Northern District of Illinois or any State of Illinois court located in Cook County, Illinois. 24. Governing Law. These Terms of Use and all matters regarding your use of ParkingBroker.com shall be governed by, construed in accordance with, and enforced under the laws of the State of Illinois applicable to contracts made and executed and wholly performed in the State of Illinois, without regard to choice of law principles. Neither the Uniform Computer Information Transaction Act nor the United Nations Convention on Contracts for International Sale of Goods apply and their applicability is expressly excluded. Printed copies of any and all agreements and/or notices in electronic form shall be admissible in any legal, investigative or regulatory proceedings. 25. Waiver and Severability. The failure of ParkingBroker to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the fullest extent permissible so as to affect the intent of the parties as reflected in that provision, and the remainder of the Agreement shall continue in full force and effect. 26. Complete Agreement. These Terms of Use, together with any revisions. any Additional Terms or Conditions incorporated by reference, and any Click-through Agreement, constitutes the entire agreement between you and ParkingBroker relating to ParkingBroker.com and its use by you, and supersedes any previous written or oral communication regarding use of ParkingBroker.com. 27. Contact Information. If you have any questions or concerns regarding these Terms of Use or ParkingBroker.com, please visit our "Contact Us" page. 28. Use and Storage Guidelines. You understand, acknowledge, and agree that we may establish general practices and/or limits concerning the use of ParkingBroker.com, including without limitation the maximum number of days that information provided by you or account history and related data may be retained. IF YOU OBJECT TO ANY GENERAL PRACTICES OR LIMITS CONCERNING THE SERVICES, YOUR SOLE AND EXCLUSIVE RECOURSE SHALL BE TO CEASE USING THE SERVICES. CONTINUED USE OF THE SERVICES FOLLOWING NOTICE OF AND/OR POSTING AS PART OF THESE TERMS OF ANY SUCH GENERAL PRACTICES OR LIMITS SHALL INDICATE YOUR ACKNOWLEDGEMENT OF THE SAME AND SATISFACTION WITH THE SERVICES SUBJECT TO SUCH GENERAL PRACTICES AND/OR LIMITS. 29. Use of ParkingBroker Web Site and ParkingBroker Content outside of the United States. ParkingBroker makes no claims regarding access or use of ParkingBroker.com or the ParkingBroker Content outside of the United States. If you use or access ParkingBroker.com or the ParkingBroker Content outside of the United States, you do so at your own risk and are responsible for compliance with the laws and regulations of your jurisdiction as well as these Terms of Use. |