United Guard Parking Enforcement Software Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY.

THE SOFTWARE APPLICATION YOU ARE USING IS OWNED AND POWERED BY WINDSERVERS, INC.

WINDSERVERS, INC., TOGETHER WITH ITS AFFILIATES AND LICENSORS ("WINDSERVERS") PROVIDES YOU ACCESS AND USE OF THE UNITED GUARD PARKING ENFORCEMENT SOFTWARE ("SERVICES") THROUGH USE OF THE UNITEDGUARD.COM WEBSITE ("SERVICES PORTAL") SUBJECT TO YOUR COMPLIANCE WITH THESE TERMS OF SERVICE (THE "SERVICES PORTAL TERMS").

PLEASE READ THESE TERMS OF SERVICE, AND IF YOU AGREE, THEN CHECK THE BOX NEXT TO THE TERMS OF SERVICE AGREEMENT STATEMENT AND CLICK THE SUBMISSION BUTTON. ACCEPTING THE TERMS OF SERVICE AGREEMENT MEANS THAT YOU ARE LEGALLY BOUND BY ALL OF THE PROVISIONS OF THE TERMS OF SERVICE AND MUST ABIDE BY THEM. IF YOU DO NOT ACCEPT THE TERMS OF SERVICE, DO NOT CHECK THE BOX NEXT TO THE TERMS OF SERVICE AGREEMENT STATEMENT OR CLICK THE SUBMISSION BUTTON.

BY ACCESSING, BROWSING AND USING THIS SERVICES PORTAL, YOU AGREE TO BE BOUND BY THE SERVICES PORTAL TERMS AND ALL APPLICABLE LAWS. IF YOU DO NOT AGREE TO BE BOUND BY THE SERVICES PORTAL TERMS AND APPLICABLE LAWS EACH TIME YOU USE THIS SERVICES PORTAL OR YOU DO NOT HAVE THE AUTHORITY TO AGREE TO OR ACCEPT THESE SERVICES PORTAL TERMS, YOU MAY NOT USE THIS SERVICES PORTAL.

THE FOLLOWING SECTIONS PROVIDE DETAILED INFORMATION ABOUT OUR TERMS OF SERVICE:

A. Related Policies and Terms

This document contains many of the key terms of our Software Services and use of the Services Portal. Additional policies and terms apply to use of specific portions of this Services Portal and are included as part of and incorporated by reference into the General WindServers Terms of Service Agreement, which may be updated from time to time. Please refer to https://www.windservers.com/terms to review all additional specific terms and conditions.

WindServers has adopted a Privacy Policy that you should refer to in order to fully understand how we collect and use information. To learn about WindServers' privacy practices, please refer to the following URL: https://www.windservers.com/privacy

B. Modification of Services Portal Terms

WindServers reserves the right to modify these Services Portal Terms at our sole discretion from time to time and only WindServers has the right to do so. If the Services Portal Terms are changed, we will post the new terms on this Services Portal. Any changes or modification will be effective upon posting of the Services Portal Terms as revised, and your use of this Services Portal following the posting will constitute your acceptance of the new Services Portal Terms.

C. United States Usage

This site is operated by a U.S. entity and is governed by the State of Hawaii and federal laws of the United States. The laws of your jurisdiction may be more or less strict than the laws that apply to this Services Portal. If you access this Services Portal from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.

D. License and Services Portal Access

WindServers will grant you a royalty-free, personal, conditional, revocable, non-transferable and non-exclusive license ("License") to access and use the Services Portal for its intended purpose of enabling you to access, review, modify and save information on the Services Portal. WindServers reserves all rights not granted in the License. All other uses are prohibited. Thus, you may not copy, modify, publish, distribute, reverse engineer, create derivative works from or otherwise infringe, misuse or misappropriate any of WindServers's intellectual property which forms the Services or the Services Portal (or the intellectual property of the providers whose product presentations appear on the Services Portal), including patents, copyrights, trade secrets, trademarks, trade names, service marks, proprietary methods, procedures and processes and know how. The License grant does not include, without limitation: (i) any resale or commercial use of this Services Portal or any Services Portal Materials (defined below); (ii) modification, adaptation, translation, reverse engineering, decompilation, disassembly or conversion into human readable form any of the Services Portal materials not intended to be so read, including use of or directly viewing the underlying HTML or other code from this Services Portal except as interpreted and displayed in a web browser; (iii) copying, imitating, mirroring, reproducing, distributing, publishing, downloading, displaying, performing, posting or transmitting any Services Portal Materials (including any WindServers trademarks) in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise; (iv) the collection and use of any service or product listings or descriptions; (v) making derivative uses of this Services Portal and any Services Portal Materials; or (vi) use of any data mining, bots, spiders, automated tools or similar data gathering and extraction methods, directly or indirectly, on the Services Portal Materials or to collect any information from this Services Portal or any other user of this Services Portal. WindServers does not grant to you any right or license by implication, estoppel, or otherwise in or under a patent, trademark, copyright, or proprietary right of WindServers or any third party. You may not use any meta tags or any other "hidden text" utilizing WindServers' name, trademark, or product name without our express written consent. "Services Portal Materials" means all materials on this Services Portal, including, without limitation, trademarks (as specifically defined in these Services Portal Terms) design, product description, HTML text, graphics, other files, photographs, codes, software layout, designs forms and the selection and arrangement thereof.

We may suspend or terminate the License and your use of or access to this Services Portal without notice to you if you (i) breach any provision of these Service Portal Terms, (ii) fail to pay any fee due for any Service, or (iii) make or permit any unauthorized use of this Services Portal. Such actions by you may violate applicable law including, without limitation, copyright laws, trademark laws (including trade dress), and communications regulations and statutes. We reserve the right to have all violators prosecuted to the fullest extent of the law.

E. Payments

If you use the Services Portal to initiate any automatics clearing house ("ACH"), credit or debit card payment, or PayPal payment (each a "Transaction"), you will comply with all obligations imposed on you by applicable laws, rules and regulations of federal, state and local governmental authorities and governing industry associations applicable to the Services, including, but not limited to, the Fair Credit Reporting Act ("FCRA"), the National Automated Clearing House Association ("NACHA") Rules or the Check Clearing for the 21st Century Act (the "Check 21 Act"), and any rules of the credit card associations. From time to time, WindServers may establish reasonable rules, regulations and operational guidelines with respect to your use of the Services and the Services Portal and you agree to be bound by and comply with such rules, regulations and operational guidelines. All laws, rules, regulations and operational guidelines referred to in this Section shall be referred to collectively as the "Rules". For one time payments, each time you initiate a one-time payment Transaction, you authorize WindServers to initiate an automated clearing house (ACH) debit transaction to your checking or savings account, or a charge to your bank or credit card in the amount of the Transaction.

If you use the Services Portal to receive Transactions, you and the initiator of such Transactions are solely responsible, and we disclaim all liability for truth, accuracy and completeness of information you or the initiator input or store in the Services or the Services Portal.

F. Passwords and Security

If you use a username and/or password to access this Services Portal or any portion of it, then you are responsible for maintaining the confidentiality of the password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur with regard to your account or with your password. In the event that the confidentiality of your account, user name or password is compromised in any manner, you will notify WindServers immediately. WindServers reserves the right to take any action it deems necessary or reasonable to maintain the security of this Services Portal and your account, including without limitation, suspending or terminating your account, changing your password or requesting information to authorize transactions on your account. While WindServers takes prudent steps to protect your account and this Services Portal, it cannot protect your information outside of this Services Portal. For example, when WindServers or United Guard communicates with you via unencrypted email from time to time at your request, the communication is not secure, is not stored securely, and the information contained may be viewed by others. You acknowledge that by requesting information by email, you agree that we may transmit it to you from time to time and store it in an unencrypted form and manner. WindServers may rely on the authority of anyone accessing your account or using your password and in no event will WindServers be held liable to you for any damages resulting from or arising out of (i) any action or inaction of WindServers taken under this provision; (ii) any compromise of the confidentiality of your account, username or password, and (iii) any unauthorized access to your account or use of your username and/or password.

G. Intellectual Property

All Services Portal Materials are owned by WindServers, Inc. and others and are protected by United States and international copyright, trademark, trade secrets and other laws ("Intellectual Property").

Except as stated in the Services Portal Terms, none of the materials and Intellectual Property described in these Services Portal Terms may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of WindServers or the respective intellectual property owner. In the case of user data generated and catalogued by our software, three parties share equally and have equal rights in its download, analysis and internal dissemination: (1) WindServers; (2) the security vendor responsible for the UnitedGuard.com account; and (3) the client Homeowners Association, business, educational institution or other legal entity receiving the security vendor services. You may electronically copy and print to hard copy portions of this Services Portal for the sole purpose of using materials it contains for informational and personal use only. Any other use of the materials in this Services Portal (including any commercial use, reproduction for purposes other than described above, modification, distribution, republication, display, or performance) without the prior written permission of WindServers is strictly prohibited.

H. Software

Any software, including any files, scripts, code, images incorporated in or generated by the software, and data accompanying the software (collectively "Software"), that may be made available on this Services Portal is licensed to you by WindServers on a non-exclusive and limited basis. WindServers shall retain full and complete title and all intellectual property rights to the Software. You shall not copy, distribute, sell, modify, decompile, reverse engineer, disassemble or create derivative works from the Software or any of its constituent parts.

I. Hyperlinks

WindServers makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of web sites accessible by hyperlink from this Services Portal, or web sites linking to this Services Portal.

J. Submissions

By using this Services Portal, you agree not to do any of the following:

1. Upload to, distribute or otherwise publish through this Services Portal any message, information, text or other material ("Content") that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or otherwise objectionable;

2. Upload or transmit any Content that would constitute or encourage a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national, or international law, including without limitation, the regulations of the U.S. Securities and Exchange Commission, any rules of any securities exchange such as the New York Stock Exchange, the American Stock Exchange, or the Nasdaq Stock Market;

3. Upload or transmit any Content that may infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party. By posting any Content, you represent and warrant that you have the lawful right to distribute and reproduce such Content;

4. Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;

5. Upload to, distribute or otherwise publish through this Services Portal any Content such as charity requests, petitions for signatures, chain letters or letters relating to pyramid schemes, advertising or solicitations for funds, political campaigning, mass mailings, any form of unsolicited commercial email or "spam," (regardless of whether the email itself complies with the requirements of federal or state law for sending commercial email) or offering or disseminating fraudulent goods, services, schemes or promotions; and

6. Disseminate any harmful content of any kind, including without limitation, viruses, Trojan horses, worms, time bombs, zombies, cancel bots or any other computer programming routines that may damage, interfere with, surreptitiously intercept or expropriate any system, program, data or personal information.

All access to and use of this Services Portal is governed by and subject to the Services Portal Terms. WindServers reserves the right, but not the obligation, to monitor any activity and Content and interactive areas on this Services Portal. We may access at any time and use internally for any lawful purpose information stored on our systems, including the content of any emails or other communications. We may disclose such information to any third party including law enforcement agencies to protect our rights or property in response to legal process, or in a good faith belief that such disclosure is justified or required in an emergency situation. We may investigate any reported violation of our policies or complaints and take any appropriate action that we deem appropriate. WindServers has the right, but not the obligation, to take any action we deem appropriate, including but limited to action to issue a warning, suspend or terminate your access and use of this Services Portal and related services at any time, and block, remove or edit any communication and materials that WindServers believes in its sole discretion may violate applicable law, the Services Portal Terms or a third party's rights. WindServers takes no responsibility and assumes no liability for any Content posted or uploaded by you or any third party, or for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter.

You remain solely liable for the Content of any messages or other information you upload or transmit to interactive areas of this Services Portal. You agree to defend, indemnify and hold harmless WindServers and its affiliates, employees, agents and representatives from any claim, action, demand, loss, or damages (including attorneys' fees) made or incurred by any third party arising out of or relating to your conduct, your violation of these Service Portal Terms, or your violation of any rights of a third party. Indirect or attempted violations of these Services Portal Terms or any policy, and actual or attempted violations by a third party on behalf of a user of this Services Portal will be considered violations of these Services Portal Terms by such user.

K. Disclaimer

THIS SERVICES PORTAL AND THE SERVICES PROVIDED HEREIN ARE PROVIDED THOURGH THIS SERVICES PORTAL ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WINDSERVERS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT WITH RESPECT TO THIS SERVICES PORTAL AND MATERIALS, CONTENT, SERVICES AND PRODUCT ON THIS SERVICES PORTAL. WINDSERVERS DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SERVICES PORTAL OR THE DESCRIPTION OF THE MERCHANDISE OR SERVICES OFFERED ON THIS SERVICES PORTAL ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. WINDSERVERS IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY. WINDSERVERS DOES NOT REPRESENT OR WARRANT THAT THIS SERVICES PORTAL OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, EVEN IF WINDSERVERS OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU EXPRESSLY AGREE THAT USE OF THIS SERVICES PORTAL, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SERVICES PORTAL IS AT YOUR SOLE RISK.

Reference to any products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by WindServers.

L. Limitation of Liability

IN NO EVENT SHALL WINDSERVERS, INC. BE LIABLE FOR ANY DIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR INABILITY TO USE THIS SERVICES PORTAL OR THE MATERIALS CONTAINED IN, OR ACCESSED THROUGH, THIS SERVICES PORTAL, EVEN IF WINDSERVERS IS AWARE OF THE RISK OF SUCH DAMAGES.

YOU AGREE THAT, IF YOU ARE DISSATISFIED WITH THE SERVICES PORTAL OR ANY PORTION THEREOF, YOUR EXCLUSIVE REMEDY SHALL BE TO STOP USING THE SERVICES PORTAL. WHERE MONETARY DAMAGES ARE AWARDED, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF WINDSERVERS, INC. - WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY - ARISING OUT OF OR RELATING TO THE USE OF THE SERVICES OR THIS SERVICES PORTAL EXCEED AN AMOUNT EQAUL TO THE AMOUNT ACTUALLY RECEIVED FROM WINDSERVERS, INC. FROM ITS CLIENT FOR THE PROVISION OF THE APPLICABLE SERVICES FOR THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE UPON WHICH ANY SUCH CLAIM IS MADE.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. IF THESE LAWS APPLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS, MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.

M. Applicable Law, Venue and Limitation of Actions

These terms and conditions shall be governed by and construed in accordance with the laws of the State of Hawaii applicable to agreements made and entirely to be performed within Hawaii, without resort to its conflict of law provisions. Regardless of where you access this Services Portal, you agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed and adjudicated only in the federal or state courts located in the County of Honolulu, in the State of Hawaii, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction and venue of such courts over any suit, action or proceeding arising out of these terms and conditions.

N. Termination

Notwithstanding any of these terms and conditions, WindServers reserves the right, without notice and at its sole discretion, to suspend or terminate the License, and to block or prevent future access to the Services and use of this Services Portal if you violate any of these Services Portal Terms or its policies. Upon termination, these Services Portal Terms shall still apply.

O. Consent to Email Communication

When you visit this Services Portal or send email to us, you are communicating with us electronically. You consent to receive communications from us electronically and agree that we may communicate with you by email or by posting a notice on this Website. We do not include details of your personal or financial information in emails unless you specifically request that we do so. You agree that we may treat specific actions by you, such as checking boxes to receive email updates, sending us an email directly or through the WindServers.com website, the UnitedGuard.com website, or leaving a telephone message with an email address for customer service to respond to a query about your account, as a request that we communicate personal or financial information with you by unencrypted email. You acknowledge and agree that unencrypted email sent over the Internet is not secure and may be read by others, and you agree that when you request that we send you email you are authorizing us to transmit and disclose your information (including your personal or financial information) from time to time in an unencrypted manner. You further acknowledge that emails sent with this information may not be stored in a secure manner. In addition, we make no representations or covenants with regard to, and assume no liability for, use of the "Contact" functionally of the Services or the Services Portal, including without limitation, any representation, covenant or liability related to or arising from the security or accuracy of any data included in such conversations.

P. Legal Equivalency

This electronic document and any other electronic documents, policies and guidelines incorporated herein will be: (i) deemed for all purposes to be a "writing" or "in writing agreement", and to comply with all statutory, contractual, and other legal requirements for a writing; (ii) legally enforceable as a signed writing as against the parties subject to the electronic documents; and (iii) deemed an "original" when printed from electronic records established and maintained in the ordinary course of business. Electronic documents introduced as evidence in any judicial, arbitration, mediation or administer of proceeding will, if established and maintained in the ordinary course of business, be admissible to the same extent as business records in written form that are similarly established and maintained.

Q. Severability

If any provision of the Services Portal Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of these Services Portal Terms and shall not affect the validity and enforceability of any remaining provisions.

R. Waivers

No waiver, express or implied, by either party of any breach of or default under these Services Portal Terms will constitute a continuing waiver of such breach or default or be deemed to be a waiver of any preceding or subsequent breach or default.

By checking the box next to the Terms of Service Agreement statement and clicking the submission button, I accept and agree to these Terms and Conditions in their entirety.

S. Contact Information

If you have any questions about this Agreement, please contact us using the form at the following URL:

https://www.windservers.com/contact