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@ ParkMobile
<br />(iii)there is a threat or attack on any of the Services; (iv)
<br />Client's or any Authorized User's use of the Services
<br />disrupts or poses a security risk to ParkMobile or to any
<br />other client, end user, vendor or partner of ParkMobile; or
<br />(v)this Agreement expires or is terminated. This Section
<br />does not limit any of ParkMobile's other rights or remedies,
<br />whether at law, in equity, or under this Agreement.
<br />3. CLIENT RESPONSIBILITIES
<br />3.1 Use of Platform Account. Client is responsible and liable
<br />for all uses of the Platform resulting from access provided
<br />by Client, directly or indirectly, whether such access or use
<br />is permitted by or in violation of this Agreement. Client must
<br />notify ParkMobile immediately of any breach of security or
<br />unauthorized use of Client's account.
<br />3.2 Parking Information. Client is responsible for setting all
<br />rates, zones, and other required information regarding its
<br />Parking Locations offered through the ParkMobile
<br />Application and for keeping such information up to date
<br />within the Platform.
<br />3.3 Effect of Client Failure or Delay. ParkMobile is not
<br />responsible or liable for any delay or failure of performance
<br />caused in whole or in part by Client's delay in performing,
<br />or failure to perform, any of its obligations under this
<br />Agreement.
<br />4. SERVICE AND SUPPORT
<br />4.1 Scheduled Maintenance. ParkMobile will use
<br />commercially reasonable efforts to schedule downtime for
<br />routine maintenance of the Services between the hours of
<br />12:00 a.m. and 4:00 a.m., Eastern Time; however,
<br />ParkMobile may modify this window from time-to-time by
<br />providing Client with advance notice. If ParkMobile
<br />anticipates that it will need to perform maintenance
<br />activities that are likely to be disruptive to the use of the
<br />Services outside of the scheduled maintenance window,
<br />ParkMobile will use commercially reasonable efforts to give
<br />Client at least 24 hours prior notice. Notwithstanding the
<br />foregoing, ParkMobile reserves the right to perform any
<br />required emergency maintenance work outside of the
<br />scheduled maintenance window. To the extent practicable,
<br />ParkMobile will use commercially reasonable efforts to
<br />notify Client before commencing any emergency
<br />maintenance outside of the scheduled maintenance
<br />window and will use commercially reasonable efforts to limit
<br />or avoid impact to use of the Services.
<br />4.2 Client Support. ParkMobile will use commercially
<br />reasonable efforts to assist Client with any technical
<br />support that Client may reasonably require in using the
<br />Services. ParkMobile will provide technical support for rate
<br />and configuration changes to Client Monday -Friday
<br />(excluding holidays) between the hours of 8:00 a.m. and
<br />6:00 p.m. (ET). For issues relating to On-Demand Parking
<br />Services, Client may submit a support request via email to
<br />support@parkmobile.io. For issues relating to Reservation
<br />Parking Services, Client may submit a support request via
<br />email to prs@parkmobile.io. ParkMobile will provide Client
<br />with emergency technical support 24 hours a day, seven
<br />days a week, 365 days a year. In the event of an
<br />emergency involving technical and/or system availability
<br />ParkMobile Service Agreement
<br />issues, Client may contact the on-call engineer via email to appli cationsupport@parkmobile.io .
<br />4.3 End-User Support. ParkMobile will provide customer
<br />support for ParkMobile Users 24 hours a day, seven days
<br />a week, 365 days a year. There are multiple methods that
<br />ParkMobile Users can access customer support, such as:
<br />ParkMobile's online ticketing system, in-app chat feature,
<br />and toll-free phone number.
<br />5.CONFIDENTIAL INFORMATION
<br />5.1 General. Neither party will disclose the other party's
<br />Confidential Information except to its employees, affiliates,
<br />agents, or professional advisors ("Representatives") who
<br />need to know it and who have a legal obligation to keep it
<br />confidential. The receiving party will use the disclosing
<br />party's Confidential Information only to exercise rights and
<br />fulfill obligations under this Agreement. The receiving party
<br />will ensure that its Representatives are also subject to the
<br />same non-disclosure and use obligations. The receiving
<br />party may disclose the other party's Confidential
<br />Information when required by law after giving reasonable
<br />notice to the disclosing party, if permitted by law.
<br />5.2 Personal Data. In the event a party discloses Personal
<br />Data to the other party, the receiving party will have the right
<br />to use the Personal Data only as required and necessary to
<br />perform its obligations under this Agreement.
<br />6.INTELLECTUAL PROPERTY OWNERSHIP
<br />6.1 Client Data. Client Data remains the sole and exclusive
<br />property of Client. Client grants ParkMobile a perpetual,
<br />irrevocable, royalty-free license to use Client Data in
<br />connection with the Services.
<br />6.2 Client Brand Features. Client grants to ParkMobile a
<br />nonexclusive, nonsublicensable, nontransferable, royalty
<br />free license during the term to display Client's Brand
<br />Features in connection with providing and/or marketing the
<br />Services. ParkMobile will not make any use of Client's
<br />Brand Features in a manner that dilutes, tarnishes or blurs
<br />the value of such Brand Features.
<br />6.3 ParkMobile IP. Client acknowledges that, as between
<br />Client and ParkMobile, ParkMobile owns all right, title, and
<br />interest, including all IP Rights, in and to the Services,
<br />including but not limited to the ParkMobile Application and
<br />the Platform.
<br />6.4 ParkMobile Brand Features. ParkMobile grants to Client
<br />a nonexclusive, nonsublicensable, nontransferable, royalty
<br />free license during the term to display ParkMobile's Brand
<br />Features in . connection with the Services, subject to
<br />ParkMobile's Brand Guidelines available at
<br />https://parkmobile.i o/company/parkmobile-media
<br />assets/logos/. Client will not make any use of ParkMobile's
<br />Brand Features in a manner that dilutes, tarnishes or blurs
<br />the value of such Brand Features.
<br />6.5 ParkMobile User Data. ParkMobile User Data remains the
<br />sole and exclusive property of ParkMobile. ParkMobile may
<br />sublicense certain ParkMobile User Data to Client upon
<br />Client's execution of ParkMobile's Data Protection
<br />Agreement. Client will not, directly or indirectly: (i) sell or
<br />PSA-LF
<br />rev. 09/22
<br />Page 4 of 9
<br />EXHIBIT 1
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