Mitte Validation Portal - Terms of Use
Last Updated: June 3, 2025
1. AGREEMENT TO OUR LEGAL TERMS
These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you” or “User”), and Mitte Technologies Inc. (“Mitte,” “we,” “us,” or “our”), a corporation registered in Delaware, USA, at [Insert Registered Agent Address in Delaware, USA], concerning your access to and use of the Mitte Validation Portal (the “Validation Portal”) and any related services (collectively, the “Services”).
You can contact us by email at notices@joinmitte.com or via our website: www.joinmitte.com.
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Services from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Legal Terms at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of these Legal Terms. You waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Legal Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Legal Terms by your continued use of the Services after the date such revised Legal Terms are posted.
The Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Services.
We recommend that you print a copy of these Legal Terms for your records.
TABLE OF CONTENTS
The Mitte Validation Portal is part of a B2B platform designed to connect parking and mobility stakeholders, streamline operations, and standardize data. The Validation Portal specifically allows authorized users (e.g., parking operators, tenants) to create, manage, and issue parking validations according to the terms of their agreement with Mitte.
The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
The Services are not tailored to comply with industry-specific regulations beyond those generally applicable to parking data management (such as APDS, where applicable and as stated in our general service descriptions). If your interactions would be subjected to more stringent laws (e.g., HIPAA, FISMA), you may not use the Services for such purposes.
3. INTELLECTUAL PROPERTY RIGHTS
Our Intellectual Property
We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the “Content”), as well as the trademarks, service marks, and logos contained therein (the “Marks”). Our Content and Marks are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws in the United States and internationally.
Your Use of our Services
Subject to your compliance with these Legal Terms and any applicable service agreement with Mitte, we grant you a non-exclusive, non-transferable, revocable license to:
If you wish to make any use of the Services, Content, or Marks other than as set out in this section, please address your request to: notices@joinmitte.com.
Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our Services will terminate immediately.
4. USER REPRESENTATIONS
By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Legal Terms and your underlying service agreement with Mitte; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non-human means (e.g., bot, script) except as may be explicitly permitted by Mitte through an API or similar interface; (6) you will not use the Services for any illegal or unauthorized purpose; and (7) your use of the Services will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
5. USER REGISTRATION
You will be required to register to use the Services. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable. Access to the Validation Portal may be subject to an active and valid service agreement between Mitte and the entity you represent.
6. FEES AND PAYMENT FOR SERVICES
Access to and use of the Validation Portal and its features (such as the "Validations" module) may be subject to fees as outlined in a separate service agreement between Mitte and the entity you represent ("Service Agreement").
7. PROHIBITED ACTIVITIES
You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us in writing or as per your Service Agreement.
As a user of the Services, you agree not to:
8. USER GENERATED CONTENT AND DATA
The Validation Portal allows you to create, submit, or input data and information for the purpose of generating and managing parking validations (collectively, “User Data”).
When you create, submit, or make available any User Data, you thereby represent and warrant that:
9. CONTENT AND DATA LICENSE
By submitting User Data to the Validation Portal, you grant Mitte a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Data in connection with providing and improving the Services, and as otherwise permitted by our Privacy Policy and your Service Agreement. This license is necessary for Mitte to operate the Validation Portal and provide its functionalities (e.g., processing validation requests, making data available to relevant parking operators).
We do not assert any ownership over your User Data beyond the license granted herein. You or your entity retain full ownership of all of your User Data and any intellectual property rights associated with it, subject to the rights granted to us. We are not liable for any statements or representations in your User Data.
10. THIRD-PARTY WEBSITES AND CONTENT
The Services may contain links to other websites (“Third-Party Websites”) or services (e.g., payment processors, LPR systems integrated via Mitte). Such Third-Party Websites and services are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us (beyond standard integration vetting where applicable), and we are not responsible for any Third-Party Websites accessed through the Services or any third-party services integrated with Mitte, including their content, accuracy, opinions, reliability, or privacy practices. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or services does not imply approval or endorsement thereof by us. If you decide to access Third-Party Websites or use third-party services, you do so at your own risk.
11. SERVICES MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable any User Data or portion thereof that may violate these terms or be burdensome to our systems; (4) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.
12. PRIVACY POLICY
We care about data privacy and security. Please review our Privacy Policy: [Insert Link to Mitte’s Privacy Policy Here - e.g., www.joinmitte.com/privacy-policy]. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. Please be advised the Services are hosted in the United States. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Services, you are transferring your data to the United States, and you expressly consent to have your data transferred to and processed in the United States.
13. TERM AND TERMINATION
These Legal Terms shall remain in full force and effect while you use the Services or have an active account. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS, ANY APPLICABLE LAW OR REGULATION, OR THE TERMS OF ANY SERVICE AGREEMENT. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR ACCOUNT AND ANY USER DATA AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION, subject to the terms of any overriding Service Agreement.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party, unless explicitly authorized by us.
14. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice, except as may be otherwise stipulated in a Service Agreement. However, we have no obligation to update any information on our Services beyond what is commercially reasonable or legally required. We will not be liable to you or any third party for any modification, price change (subject to Service Agreement terms), suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services.
15. GOVERNING LAW
These Legal Terms and your use of the Services are governed by and construed in accordance with the laws of the State of Delaware, USA, applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles.
16. DISPUTE RESOLUTION
Any legal action of whatever nature brought by either you or us (collectively, the “Parties” and individually, a “Party”) shall be commenced or prosecuted in the state and federal courts located in New Castle County, Delaware, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Legal Terms.
17. CORRECTIONS
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing (though primary pricing is in Service Agreements), availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
18. DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE CONTENT OF ANY WEBSITES OR THIRD-PARTY SERVICES LINKED TO OR INTEGRATED WITH THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN (SUBJECT TO OUR PRIVACY AND SECURITY OBLIGATIONS), (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, BEYOND THE EXPLICIT COMMITMENTS MADE IN A SERVICE AGREEMENT.
19. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) THE TOTAL FEES PAID BY THE ENTITY YOU REPRESENT TO US FOR THE SERVICES DURING THE THREE (3) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00 USD). CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
20. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your User Data; (2) your use of the Services in violation of these Legal Terms or any Service Agreement; (3) your breach of these Legal Terms; (4) any breach of your representations and warranties set forth in these Legal Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense (or the expense of the entity you represent), to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
21. USER DATA
We will maintain certain User Data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services, as outlined in our Privacy Policy and any applicable Service Agreement. Although we perform regular routine backups of data, you (or the entity you represent) are primarily responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data beyond our standard backup and recovery commitments, if any, and you hereby waive any right of action against us arising from any such loss or corruption of such data, except in cases of our gross negligence or willful misconduct.
22. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES, where applicable. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
23. CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
24. MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us on the Services or in respect to the Services (and any overarching Service Agreement) constitute the entire agreement and understanding between you and us regarding the Validation Portal. Our failure to exercise or enforce any right or provision of these Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Legal Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Legal Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Legal Terms or use of the Services, beyond the client-service provider relationship established by a Service Agreement. You agree that these Legal Terms will not be construed against us by virtue of having drafted them.
25. CONTACT US
In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:
Mitte Technologies Inc.
Email: notices@joinmitte.com
Website: www.joinmitte.com
Last Updated: June 3, 2025
1. AGREEMENT TO OUR LEGAL TERMS
These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you” or “User”), and Mitte Technologies Inc. (“Mitte,” “we,” “us,” or “our”), a corporation registered in Delaware, USA, at [Insert Registered Agent Address in Delaware, USA], concerning your access to and use of the Mitte Validation Portal (the “Validation Portal”) and any related services (collectively, the “Services”).
You can contact us by email at notices@joinmitte.com or via our website: www.joinmitte.com.
By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Services from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Legal Terms at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of these Legal Terms. You waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Legal Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Legal Terms by your continued use of the Services after the date such revised Legal Terms are posted.
The Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Services.
We recommend that you print a copy of these Legal Terms for your records.
TABLE OF CONTENTS
- AGREEMENT TO OUR LEGAL TERMS
- OUR SERVICES
- INTELLECTUAL PROPERTY RIGHTS
- USER REPRESENTATIONS
- USER REGISTRATION
- FEES AND PAYMENT FOR SERVICES
- PROHIBITED ACTIVITIES
- USER GENERATED CONTENT AND DATA
- CONTENT AND DATA LICENSE
- THIRD-PARTY WEBSITES AND CONTENT
- SERVICES MANAGEMENT
- PRIVACY POLICY
- TERM AND TERMINATION
- MODIFICATIONS AND INTERRUPTIONS
- GOVERNING LAW
- DISPUTE RESOLUTION
- CORRECTIONS
- DISCLAIMER
- LIMITATIONS OF LIABILITY
- INDEMNIFICATION
- USER DATA
- ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
- CALIFORNIA USERS AND RESIDENTS
- MISCELLANEOUS
- CONTACT US
The Mitte Validation Portal is part of a B2B platform designed to connect parking and mobility stakeholders, streamline operations, and standardize data. The Validation Portal specifically allows authorized users (e.g., parking operators, tenants) to create, manage, and issue parking validations according to the terms of their agreement with Mitte.
The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
The Services are not tailored to comply with industry-specific regulations beyond those generally applicable to parking data management (such as APDS, where applicable and as stated in our general service descriptions). If your interactions would be subjected to more stringent laws (e.g., HIPAA, FISMA), you may not use the Services for such purposes.
3. INTELLECTUAL PROPERTY RIGHTS
Our Intellectual Property
We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the “Content”), as well as the trademarks, service marks, and logos contained therein (the “Marks”). Our Content and Marks are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws in the United States and internationally.
Your Use of our Services
Subject to your compliance with these Legal Terms and any applicable service agreement with Mitte, we grant you a non-exclusive, non-transferable, revocable license to:
- access the Services; and
- download or print a copy of any portion of the Content to which you have properly gained access. solely for your internal business purpose related to managing parking validations as intended by the Validation Portal.
If you wish to make any use of the Services, Content, or Marks other than as set out in this section, please address your request to: notices@joinmitte.com.
Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our Services will terminate immediately.
4. USER REPRESENTATIONS
By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Legal Terms and your underlying service agreement with Mitte; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non-human means (e.g., bot, script) except as may be explicitly permitted by Mitte through an API or similar interface; (6) you will not use the Services for any illegal or unauthorized purpose; and (7) your use of the Services will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
5. USER REGISTRATION
You will be required to register to use the Services. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable. Access to the Validation Portal may be subject to an active and valid service agreement between Mitte and the entity you represent.
6. FEES AND PAYMENT FOR SERVICES
Access to and use of the Validation Portal and its features (such as the "Validations" module) may be subject to fees as outlined in a separate service agreement between Mitte and the entity you represent ("Service Agreement").
- Billing: All fees will be billed in accordance with the terms of your Service Agreement. All payments shall be in U.S. dollars unless otherwise specified.
- Payment: You agree to provide current, complete, and accurate purchase and account information for all services purchased. You further agree to promptly update account and payment information as necessary.
- Fee Changes: We may, from time to time, make changes to service fees. Any such changes will be communicated to the entity you represent in accordance with the terms of the Service Agreement or applicable law.
7. PROHIBITED ACTIVITIES
You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us in writing or as per your Service Agreement.
As a user of the Services, you agree not to:
- Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us (unless such activity is an intended function of the Service for your authorized use).
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Services.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.
- Use any information obtained from the Services in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Services in a manner inconsistent with any applicable laws or regulations or your Service Agreement.
- Engage in unauthorized framing of or linking to the Services.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other malicious material.
- Engage in any automated use of the system that is not an intended feature or an approved integration, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools not authorized by Mitte.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- Upload or transmit any material that acts as a passive or active information collection or transmission mechanism (e.g., spyware, pcms).
- Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
- Attempt to bypass any measures of the Services designed to prevent or restrict access.
- Copy or adapt the Services’ software, except as permitted by applicable law.
- Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services, except as permitted by applicable law.
- Use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavor or commercial enterprise not explicitly permitted by your Service Agreement.
8. USER GENERATED CONTENT AND DATA
The Validation Portal allows you to create, submit, or input data and information for the purpose of generating and managing parking validations (collectively, “User Data”).
When you create, submit, or make available any User Data, you thereby represent and warrant that:
- The creation, distribution, and use of your User Data through the Validation Portal do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us and other authorized users of the Services (e.g., the parking operator managing the facility for which a validation is issued) to use your User Data in any manner contemplated by the Services and these Legal Terms.
- Your User Data is not false, inaccurate, or misleading to the best of your knowledge when inputting it for its intended purpose (e.g., creating a valid parking validation).
- Your User Data does not violate any applicable law, regulation, or rule.
- Your User Data does not violate the privacy or publicity rights of any third party.
9. CONTENT AND DATA LICENSE
By submitting User Data to the Validation Portal, you grant Mitte a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Data in connection with providing and improving the Services, and as otherwise permitted by our Privacy Policy and your Service Agreement. This license is necessary for Mitte to operate the Validation Portal and provide its functionalities (e.g., processing validation requests, making data available to relevant parking operators).
We do not assert any ownership over your User Data beyond the license granted herein. You or your entity retain full ownership of all of your User Data and any intellectual property rights associated with it, subject to the rights granted to us. We are not liable for any statements or representations in your User Data.
10. THIRD-PARTY WEBSITES AND CONTENT
The Services may contain links to other websites (“Third-Party Websites”) or services (e.g., payment processors, LPR systems integrated via Mitte). Such Third-Party Websites and services are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us (beyond standard integration vetting where applicable), and we are not responsible for any Third-Party Websites accessed through the Services or any third-party services integrated with Mitte, including their content, accuracy, opinions, reliability, or privacy practices. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or services does not imply approval or endorsement thereof by us. If you decide to access Third-Party Websites or use third-party services, you do so at your own risk.
11. SERVICES MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable any User Data or portion thereof that may violate these terms or be burdensome to our systems; (4) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.
12. PRIVACY POLICY
We care about data privacy and security. Please review our Privacy Policy: [Insert Link to Mitte’s Privacy Policy Here - e.g., www.joinmitte.com/privacy-policy]. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. Please be advised the Services are hosted in the United States. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Services, you are transferring your data to the United States, and you expressly consent to have your data transferred to and processed in the United States.
13. TERM AND TERMINATION
These Legal Terms shall remain in full force and effect while you use the Services or have an active account. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS, ANY APPLICABLE LAW OR REGULATION, OR THE TERMS OF ANY SERVICE AGREEMENT. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR ACCOUNT AND ANY USER DATA AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION, subject to the terms of any overriding Service Agreement.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party, unless explicitly authorized by us.
14. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice, except as may be otherwise stipulated in a Service Agreement. However, we have no obligation to update any information on our Services beyond what is commercially reasonable or legally required. We will not be liable to you or any third party for any modification, price change (subject to Service Agreement terms), suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services.
15. GOVERNING LAW
These Legal Terms and your use of the Services are governed by and construed in accordance with the laws of the State of Delaware, USA, applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles.
16. DISPUTE RESOLUTION
Any legal action of whatever nature brought by either you or us (collectively, the “Parties” and individually, a “Party”) shall be commenced or prosecuted in the state and federal courts located in New Castle County, Delaware, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Legal Terms.
17. CORRECTIONS
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing (though primary pricing is in Service Agreements), availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
18. DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE CONTENT OF ANY WEBSITES OR THIRD-PARTY SERVICES LINKED TO OR INTEGRATED WITH THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN (SUBJECT TO OUR PRIVACY AND SECURITY OBLIGATIONS), (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, BEYOND THE EXPLICIT COMMITMENTS MADE IN A SERVICE AGREEMENT.
19. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) THE TOTAL FEES PAID BY THE ENTITY YOU REPRESENT TO US FOR THE SERVICES DURING THE THREE (3) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00 USD). CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
20. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your User Data; (2) your use of the Services in violation of these Legal Terms or any Service Agreement; (3) your breach of these Legal Terms; (4) any breach of your representations and warranties set forth in these Legal Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense (or the expense of the entity you represent), to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
21. USER DATA
We will maintain certain User Data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services, as outlined in our Privacy Policy and any applicable Service Agreement. Although we perform regular routine backups of data, you (or the entity you represent) are primarily responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data beyond our standard backup and recovery commitments, if any, and you hereby waive any right of action against us arising from any such loss or corruption of such data, except in cases of our gross negligence or willful misconduct.
22. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES, where applicable. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
23. CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
24. MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us on the Services or in respect to the Services (and any overarching Service Agreement) constitute the entire agreement and understanding between you and us regarding the Validation Portal. Our failure to exercise or enforce any right or provision of these Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Legal Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Legal Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Legal Terms or use of the Services, beyond the client-service provider relationship established by a Service Agreement. You agree that these Legal Terms will not be construed against us by virtue of having drafted them.
25. CONTACT US
In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:
Mitte Technologies Inc.
Email: notices@joinmitte.com
Website: www.joinmitte.com