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Terms of Use

TERMS OF USE FOR PARK CONNECT

Last Updated: 11/12/2017

1. BINDING EFFECT. This is a binding agreement. By using the Internet site located at www.parkconnect.co (the "Site") or any services, including mobile device access, provided in connection with the Site (the "Service(s)”) the User (“You” and/or “User”) agree to abide by these Terms of Use (“Terms”), as they may be amended by PARKCONNECT, Inc. ("Company") from time to time in its sole discretion. It is Your responsibility to review these Terms periodically and in accordance with Section 38. If at any time You find these Terms unacceptable, You must immediately leave the Site and cease all use of the Service and the Site. YOU AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT.

2. PRIVACY POLICY. Company respects Your privacy and permits You to control the treatment of Your personal information. A complete statement of Company's current Privacy Policy can be found by clicking https://parkconnect.co/welcome/Privacy_policy/1. Company's Privacy Policy is expressly incorporated into these Terms by this reference.

3. USE OF SOFTWARE. Company may make certain software available to You from the Site. If You download software from the Site, including but not limited to all mobile device access, files and images contained in or generated by the software, and accompanying data (collectively, "Software") are deemed to be licensed to You by Company, for Your personal, noncommercial use only. Company does not transfer either the title or the intellectual property rights (including but not limited to copyrights, trademarks, trade names, service marks, or logos) to the Software, and Company retains full and complete title to the Software as well as all intellectual property rights therein. All copyrights, trademarks, trade names, service marks, and logos are owned by Company or its licensors and You may not copy or use them in any manner. You may not sell, redistribute, or reproduce the Software, nor may You conduct metasearches or send automated queries, decompile, reverse-engineer, disassemble, or otherwise convert the Software to a human-perceivable form. This list is an example and is not intended to be complete or exclusive. Company reserves the right to disable links from third party sites to the Site. Company does not have an obligation to monitor Your access to or use of the Service or to review or edit any information or Content posted to the Site by the You. However, Company does have the right to do so for the purpose of operating the Service, to ensure Your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

4. ACCOUNT REGISTRATION AND SECURITY. You are required to open an account to use or access the Site or Service, so You must complete the registration process by providing the complete and accurate information requested on the registration form. You will also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of Your password. You may not use the account, username, or password of someone else at any time. You agree to notify Company immediately on any unauthorized use of Your account, user name, or password. Company shall not be liable for any loss that You incur as a result of someone else using Your password, either with or without Your knowledge. You may be held liable for any losses incurred by Company, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else's use of Your account or password.

5. USER CONTENT. You grant Company a license to use the materials You post to the Site or Service. “User Content” means Your name, a photograph of Your person or Vehicle, Vehicle information such as license plate, make and model, and year of the Vehicle, location and picture of the Space. This list is an example and is not intended to be complete or exclusive. User Content is not meant to include any confidential or financial information as stated in the Site’s Privacy policy. By posting, downloading, displaying, performing, transmitting, or otherwise distributing information or other content to the Site or Service, You are granting Company, its affiliates, officers, directors, employees, consultants, agents, and representatives a license to use User Content in connection with the operation of the Internet business of Company, its affiliates, officers, directors, employees, consultants, agents, and representatives, including without limitation, a right to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat User Content. You will not be compensated for any User Content. You agree that Company may publish or otherwise disclose Your name in connection with Your User Content. By posting User Content on the Site or Service, You warrant and represent that You own the rights to the User Content or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute User Content.

6. SPECIFIC TERMS FOR SPACE OWNERS.  “Space Owners” are defined as individual(s) or entity(ies) that have agreed to the Terms and have the authority to offer one or more Parking Space (“Space”). A Space is defined as a physical space in which a “Vehicle” (including, but not limited to, cars, trucks, vans, motorcycles, Vespas, and scooters) may park. Space Owners represent to Company that they have the authority to offer the Space(s) on the Service and for rent in accordance with all San Diego Municipal Codes and California Vehicle Codes. Space Owners assume full and exclusive responsibility for the availability and maintenance of the Space. Space Owners acknowledge that Company is not responsible for policing or overseeing the availability of the Space and will not be responsible for facilitating the towing of any Vehicles from the Space nor shall Company be responsible for any fees associated with same.

7. SPECIFIC TERMS FOR DRIVERS. “Drivers” are defined as individuals(s) or entit(ies) that have agreed to the Terms and Service to rent a Space from a Space Owner. Drivers represent to Company that they will utilize the Space in accordance with the Terms and in accordance with the San Diego Municipal Codes and California Vehicle Codes. Drivers represent to Company that they are in possession of a valid Driver’s License in the state which issued the license. Drivers represent to Company that they are in possession of title to the vehicle or have approval of the vehicle’s owner to possess the vehicle.  Drivers agree to maintain valid insurance policy on their vehicle parked in the Space in accordance with minimum requirements of the State of California. Drivers are responsible for any fees associated with the Service. Fees may include but are not limited to Total Booking Price for the Space, towing fees, ticket or other citation fees. Although Company cannot guarantee the availability of a specific Space, if a Space is unavailable after the Total Booking Price has been paid, Company will attempt to locate an alternative Space, provide You with a refund, or otherwise resolve any issues in accordance with the Terms.

8. MODIFICATIONS TO SPACE.  Company understands that modification to the Space may be made by the Space Owner. In such instances, the Space Owner is required to provide written notice to Company within 30 days prior to any and all modifications. In the event, the modifications of a Space prevents the Space from being used for the purpose of parking a Vehicle, Company reserves the right to terminate Space Owner’s use of the Site in the capacity of a Space Owner.  After termination, Space Owner may continue to use the Site as a Driver,

9. CANCELLATIONS OF BOOKING. Company reserves the right to cancel the Booking at any time. In accordance with the Cancellation Policy of Company as contained here https://parkconnect.co/welcome/Cancellation, Drivers agree to no same day cancellation of any Booking. In accordance with the Refund policy as discussed in Section 16, should a Space Owner cancel, the Driver will be issued a full refund.

10. PAYMENT. The Company utilizes third-party, Stripe, to process all payments in connection with the Service. You acknowledge and agree by submitting or receiving a payment You agree to the Stripe’s Terms and Policies found here. https://stripe.com/spc/legal. The Company does not guarantee the security of your payment and does not maintain liability for your transactions through Stripe.

11. PARKING PRICE.  Space Owners will designate the “Parking Price” for the Space. The Space Rate is used to calculate the Commission and Processing Fee as addressed below.

12. PROCESSING FEE. All Space Owners will be charged a “Processing Fee” calculated as two point nine percent (2.9%) of the Space Rate.

13. COMMISSION FEE. All Space Owners will be charged a “Commission Fee” calculated as fifteen percent (15%) of the Space Rate.

14. TAXES. You agree that You will be responsible for all taxes in connection with the Services provided by Company. Taxes may include, but are not limited to, state and local sales tax.

15. TOTAL BOOKING PRICE. The “Total Booking Price” includes the Space Rate, Processing Fee, Commission Fee, and/or taxes. This list is an example and is not intended to be complete or exclusive as additional fees may be incurred.

16. REFUNDS. Company reserves all right with regard to the issuance of refunds. A refund shall be issued to the Driver in the event a Space is not available following payment of the Total Booking Price and in accordance with the Cancellation Policy as addressed in Section 9 of these Terms.

17. DAMAGES TO SPACES. Space Owners acknowledge and accept full responsibility for any damage to the Space Should any repairs be necessary, such repairs will be at the expense solely of the Space Owner. Company is not responsible or liable for the SAFETY of any person. Company is not responsible or liable for any damage to the Space while the Vehicle is parked in the Space. Company’s total liability to Space Owner from all causes of action and under all theories of liability will be limited to the amount You would have received for the Service and Company will not be liable to You for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (1) Your access to or use of or inability to access or use the Site or Service (2) any conduct or content of any third party on the Site or Service; and (3) any content obtained from the Site or Service; whether based on warranty, contract, tort (including negligence) or any other legal theory, (4) any communications, transactions, interactions, disputes or any relations whatsoever between You and any other User, Space Owner, Driver, person or organization; whether or not  Company has been informed of the possibility of such damage, and even if a remedy forth herein is found to have failed its essential purpose. Space Owners agree to release, defend, indemnify, and hold Company and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless 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 (i) Your breach of these Terms, (ii) Your improper use of the Site or Services, (iii) Your interaction with any User, Space Owner, or Driver, Your use of any Space, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, or use, and (iv) Your breach of any laws, regulations or third party rights.

18. DAMAGES TO VEHICLES. Drivers acknowledge and accept full responsibility for any damage to the Vehicle. Should any repairs be necessary, such repairs will be at the expense solely of the Driver. Company is not responsible or liable for the SAFETY of any person. Company is not responsible or liable for any damage to Vehicle while the Vehicle is parked in the Space. Company’s  total liability Drivers from all causes of action and under all theories of liability will be limited to the amount You paid for the Service and Company will not be liable to You for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (1) Your access to or use of or inability to access or use the Site or Service (2) any conduct or content of any third party on the Site or Service; and (3) any content obtained from the Site or Service; whether based on warranty, contract, tort (including negligence) or any other legal theory, (4) any communications, transactions, interactions, disputes or any relations whatsoever between You and any other User, Space Owner, Driver, person or organization; whether or not  Company has been informed of the possibility of such damage, and even if a remedy forth herein is found to have failed its essential purpose. Drivers agree to release, defend, indemnify, and hold Company and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless 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 (i) Your breach of these Terms, (ii) Your improper use of the Site or Services, (iii) Your interaction with any User, Space Owner, or Driver, Your use of any Space, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, or use, and (iv) Your breach of any laws, regulations or third party rights.

19. DAMAGES TO OTHER PROPERTY. Drivers acknowledge and accept full responsibility for any damage to personal or other property contained in and around the Vehicle. Space Owners and Renters agree to release, defend, indemnify, and hold Company and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless 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 (i) Your breach of these Terms, (ii) Your improper use of the Site or Services, (iii) Your interaction with any User, Space Owner, or Driver, Your use of any Space, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, or use, and (iv) Your breach of any laws, regulations or third party rights.

20. DISPUTE BETWEEN SPACE OWNERS AND RENTERS. Should a dispute arise between the Space Owner and Driver, these parties agree to resolve their dispute among themselves. Company will cooperate as necessary and provide information at its discretion and with applicable law or the order or requirement of a court, administrative agency or other governmental body.  Throughout any dispute process, the Space Owner and the Driver agree not to willfully interfere with the ongoing business of Company.  Company’s  total liability to You from all causes of action and under all theories of liability will be limited to the amount You paid for the Service and Company will not be liable to You for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (1) Your access to or use of or inability to access or use the Site or Service (2) any conduct or content of any third party on the Site or Service; and (3) any content obtained from the Site or Service; whether based on warranty, contract, tort (including negligence) or any other legal theory, (4) any communications, transactions, interactions, disputes or any relations whatsoever between You and any other User, Space Owner, Driver, person or organization; whether or not  Company has been informed of the possibility of such damage, and even if a remedy forth herein is found to have failed its essential purpose.

21. COMPLIANCE WITH INTELLECTUAL PROPERTY LAWS. When accessing the Site or using the Service, You agree to obey the law and to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content (collectively, "Content") in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and You shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any Content You provide or transmit, or that is provided or transmitted using Your User Account. The burden of proving that any Content does not violate any laws or third party rights rests solely with You.

22. PROHIBITED USES OF THE SITE. Company imposes certain restrictions on Your permissible use of the Site and the Service. You are prohibited from violating or attempting to violate any security features of the Site or Service, including, without limitation, (a) accessing content or data not intended for You, or logging onto a server or account that You are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Service, the Site, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Site or Service, overloading, "flooding," "spamming," "mail bombing," or "crashing;" (d) using the Site or Service to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Service; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by Company in providing the Site or Service. Any violation of system or network security may subject You to civil and/or criminal liability.

23.INAPPROPRIATE CONTENT. You shall not make the following types of Content available. You agree not to upload, download, display, perform, transmit, or otherwise distribute any Content that (a) is libelous, defamatory, obscene, pornographic, abusive, or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services. Company reserves the right to terminate Your receipt, transmission, or other distribution of any such material using the Service, and, if applicable, to delete any such material from its servers. Company intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms or of any applicable laws.

24. COMMUNICATIONS. You acknowledge and agree that Company may email and/or text message You via Twilio regarding the Service. By agreeing to tehse Terms, you consent to the terms of Twilio which can be found here. https://www.twilio.com/legal/tos You shall not post, transmit or otherwise distribute any surveys, contests, pyramid schemes, chain letters, junk mail, spam, or unsolicited messages; use of information provided by Company, upload of viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or similar software; use of metatag searches of the website or the service; or creating a false identity for the purpose of misleading others. You further understand that Company will retain information in e-mail, text messages, and other accounts.

25. USER REVIEWS OF SPACE OWNERS AND DRIVERS. Space Owners and Drivers have the option to submit User Reviews for the Service. In accordance with the Terms and the Community Guidelines Users of the Service agree not to post any review that includes profane, foul, offensive, defamatory or immoral language. 

26. NOTICE AND PROCEDURE FOR COPYRIGHT CLAIMS. Company has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Site or with the Service. Company has adopted a policy that provides for the immediate suspension and/or termination of any Site or Service user who is found to have infringed on the rights of Company or of a third party, or otherwise violated any intellectual property laws or regulations. Company's policy is to investigate any allegations of copyright infringement brought to its attention. If Company removes or disables access in response to such a notice, Company will make a good-faith attempt to contact the owner or administrator of the affected site or Content so that they may make a counter notification pursuant to 17 USC Sections 512(g)(2) and (3) of the DMCA. Company may also document notices of alleged infringement on which it may act.

If You have evidence, know, or have a good faith belief that Your rights or the rights of a third party have been violated and You want Company to delete, edit, or disable the material in question, You must provide Company with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Company to locate the material; (d) information reasonably sufficient to permit Company to contact You, such as an address, telephone number, and if available, an electronic mail address at which You may be contacted; (e) a statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, You must provide it to Company's Designated Agent at:

Shadrach Vaughn, Founder

ParkConnect

2159 India St. San Diego, Ca 92101

(619)-900-7275

help@parkconnect.co

 

Counter notice action is available pursuant to sections 512(g)(2) and (3) of the DMCA. To file a counter notification with us, please provide Company’s Designated Agent (listed above) the following information in a written communication: (a) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (b) Your name, address, and telephone number; (c) The following statement: "I consent to the jurisdiction of Federal District Court for Southern California."; (d) The following statement: "I will accept service of process from [insert the name of the person who submitted the infringement notification] or his/her agent"; (e) The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the affected material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled"; and (f) Your signature, in physical or electronic form.

 

Upon receipt of such counter notification, Company will promptly provide the person who provided the original infringement notification with a copy of the counter notification, and inform that person that Company will replace the removed material or cease disabling access to it in 10 business days. Company will replace the removed material and cease disabling access to it in not less than 10, nor more than 14, business days following receipt of the counter notice, unless our Designated Agent first receives notice from the person who submitted the original infringement notification that such person has filed an action seeking a court order to restrain the subscriber from engaging in infringing activity relating to the material on our system or network.

 

In accordance with Section 512(i)(1)(a) of the DMCA, Company will, in appropriate circumstances, disable and/or terminate the accounts of users who are repeat infringers. A repeat infringer is a User who has been notified of infringing activity more than twice.

 

27. ALLEGED VIOLATIONS. Company reserves the right to terminate Your use of the Service and/or the Site. To ensure that Company provides a high quality experience for You and for other users of the Site and the Service, You agree that Company or its representatives may access Your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Site or the Service. Company does not intend to disclose the existence or occurrence of such an investigation unless required by law, but Company reserves the right to terminate Your account or Your access to the Site immediately, with or without notice to You, and without liability to You, if Company believes that You have violated any of the Terms, furnished Company with false or misleading information, or interfered with use of the Site or the Service by others.

28.TERMINATION. Company retains the right to terminate accounts and use of the service. Termination will result if You violate any of the Terms or if You engage in the following: irrational behavior on Site, poor in person behavior, irresponsible maintenance or use of the Space. The sole discretion to terminate a User from the Service is retained by Company and a reasonable penalty may be charged to said User.

29. NO WARRANTIES. COMPANY HEREBY DISCLAIMS ALL WARRANTIES. COMPANY IS MAKING THE SITE AVAILABLE "AS IS" WITHOUT WARRANTY OF ANY KIND. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SITE OR THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SITE OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

30. RELATIONSHIP OF THE PARTIES. These Terms and Your Use of the Service does not create a bailment relationship between the parties. Company will not be considered a bailor to either the Space Owners nor to the Drivers. Additionally, the Space Owners shall not be considered bailor to the Drivers.  is created.

31. LIMITED LIABILITY. COMPANY'S LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, DAMAGES TO the VEHICLE, DAMAES TO PROPERTY INSIDE OR AROUND THE VEHICLE, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE OR ANY OTHER MATERIALS OR SERVICES PROVIDED TO YOU BY COMPANY. This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, or any other legal theory or form of action.

32. AFFILIATED SITES. Company has no control over, and no liability for any third party websites or materials. Company works with a number of partners and affiliates whose Internet sites may be linked with the Site. Because neither Company nor the Site has control over the content and performance of these partner and affiliate sites, Company makes no guarantees about the accuracy, currency, content, or quality of the information provided by such sites, and Company assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those sites. Similarly, from time to time in connection with Your use of the Site, You may have access to content items (including, but not limited to, websites) that are owned by third parties. You acknowledge and agree that Company makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content, or quality of this third party content, and that, unless expressly provided otherwise, these Terms shall govern Your use of any and all third party content.

33. INDEMNITY. You agree to indemnify Company for certain of Your acts and omissions. You agree to indemnify, defend, and hold harmless Company, its affiliates, officers, directors, employees, consultants, agents, and representatives from any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from Your access to or use of the Service, the Site, Your violation of these Terms of Use, or Your infringement, or infringement by any other user of Your account, of any intellectual property or other right of any person or entity. Company will notify You promptly of any such claim, loss, liability, or demand, and will provide You with reasonable assistance, at Your expense, in defending any such claim, loss, liability, damage, or cost.

34. GOVERNING LAW. These Terms shall be construed in accordance with and governed by the laws of the United States and the State of California, without reference to their rules regarding conflicts of law. You hereby irrevocably consent to the exclusive jurisdiction of the state or federal courts in the City of San Diego, California, in all disputes arising out of or related to the use of the Site or Service.

35. SEVERABILITY. If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms to be unenforceable, all other Terms and conditions will remain unaffected and in full force and effect. No waiver of any breach of any provision of these Terms shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

36. CALIFORNIA USE ONLY. The Site is controlled and operated by Company from its offices in the City of San Diego, State of California. Company makes no representation that any of the materials or the services to which You have been given access are available or appropriate for use in other locations. Your use of or access to the Site should not be construed as Company's purposefully availing itself of the benefits or privilege of doing business in any state or jurisdiction other than California.

37. DISPUTE RESOLUTION. For any dispute You have with Company, You agree to first contact Company and attempt to resolve the dispute with us informally. In the unlikely event that Company has not been able to resolve a dispute within 30 days, Company and You each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms, or breach or alleged breach thereof (collectively, “Claims”), by binding arbitration. Unless You and Company decide otherwise, arbitration will be conducted in California. If Your claim is for US $10,000 or less, Company agrees that You may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the arbitration rules.  Each party will be responsible for paying any filing, administrative and arbitrator fees. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for experts and other witnesses, and any judgement on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall prevent either party from seeking injunctive or equitable relief from the courts for matters related to intellectual property rights or unauthorized access to the Service. TO THE EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS THE COMPANY AGREES OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

38. MODIFICATIONS AND NOTICE. Company may, in its sole discretion and without prior notice, (a) revise these Terms; (b) modify the Site and/or the Service; and (c) discontinue the Site and/or Service at any time. Company shall post any revision to these Terms to the Site, and the revision shall be effective immediately on such posting. You agree to review these Terms and other online policies posted on the Site periodically to be aware of any revisions. You agree that, by continuing to use or access the Site following notice of any revision, You shall abide by any such revision.

39. COMPLETE AGREEMENT. The Terms and by incorporation the Privacy Policy constitutes the entire Agreement between Company and You.