Terms of Use

These Terms of Use (“Terms”) are a legally binding agreement between you and Sparta Trading, LLC, doing business as ParkProof (“ParkProof,” “we,” “us,” or “our”). They govern access to and use of the ParkProof website, software, dashboards, QR-code and payment flows, accounts, terminals, connected-equipment integrations, and related services (collectively, the “Services”).

By creating an account, accepting an invitation, completing Operator onboarding, clicking an “I agree” or similar button, starting or managing a transaction after being shown a link to these Terms, or otherwise affirmatively accepting these Terms, you agree to them and to the Privacy Policy. If you act for a company or other organization, you represent that you are authorized to bind it. Do not use the Services if you do not agree.

Part I — General Terms

1. The Services and participating Operators

ParkProof provides technology for participating property owners, parking-management companies, garages, parking lots, valet operators, employers, tenants, merchants, charging-site hosts, and other location operators (“Operators”). Depending on the location, the Services may support transient and monthly parking, LPR, patrol and enforcement workflows, guest passes, validations, reservations, EV charging, valet, payment terminals, and overhead-door or gate access.

The Operator normally controls the physical property, posted hours, staffing, equipment, parking inventory, access policies, rates, validations, enforcement, towing, valet personnel, electrical supply, and site safety. ParkProof provides technology and facilitates payments and information for the Operator. For payments taken at a location, the Operator is normally the merchant of record; the payment processor charges the customer on the Operator’s behalf, and those funds settle to the Operator rather than to ParkProof. The applicable checkout, receipt, sign, or Operator agreement may identify the merchant of record and responsible Operator.

ParkProof is not a parking garage, landlord, security company, towing company, electric utility, automobile repairer, insurer, or valet operator merely because ParkProof technology is used at a location.

2. Eligibility and authority

You must have legal capacity and authority to accept these Terms. A legally authorized driver who is under the age of majority may use consumer Services only with permission of a parent or legal guardian and to the extent permitted by law and the Operator. A parent, guardian, employer, vehicle owner, or other person who authorizes or pays for another person's use is responsible for that authorized user's compliance.

You represent that you are authorized to use the vehicle, payment method, account, guest information, validation authority, location, and business organization involved in your use.

3. Accounts, credentials, QR codes, and secure links

You must provide accurate information and keep it current. You are responsible for activity conducted through your account, device, monthly-parker link, ticket, QR code, API credential, payment method, one-time code, or secure session link until you report unauthorized use.

Some links function as bearer credentials: a person who obtains the link may be able to view or manage the associated session. Do not publish or share a secure link except with someone you authorize. Notify support@parkproof.ai promptly if an account or credential is compromised.

4. Electronic records and transactional communications

You consent to receive disclosures, receipts, notices, and records electronically. By providing a mobile number in a text-enabled flow, you agree to transactional SMS related to your activity. Message frequency varies; message and data rates may apply. Reply STOP to opt out or HELP for help. ParkProof does not use the transactional program for promotional texts. See the SMS Terms.

You must provide a phone number and email address you are authorized to use and update them when they change. Opting out may prevent delivery of session links, access codes, receipts, charging alerts, or valet notices, but does not cancel valid charges or obligations.

5. Acceptable use

You may not:

• Use false, altered, stolen, duplicated, or unauthorized plates, cards, credentials, tickets, passes, validations, identities, payment methods, or secure links;
• Evade payment, time limits, access restrictions, reservation controls, anti-passback rules, or lawful enforcement;
• Damage, tamper with, disable, overload, or interfere with cameras, chargers, gates, doors, loops, payment terminals, controllers, software, APIs, or security controls;
• Probe, scrape, reverse engineer, copy, automate, or gain unauthorized access to the Services, except to the limited extent a restriction is prohibited by law;
• Use the Services to track, harass, threaten, impersonate, discriminate against, or unlawfully monitor another person;
• Upload malicious code, unlawful content, or information you lack authority to provide; or
• Use a manager, valet, patrol, merchant, attendant, testing, or administrative interface without authorization.

6. Intellectual property, licenses, data, and feedback

ParkProof and its licensors own the Services, software, designs, interfaces, workflows, text, logos, reports, and related intellectual property. ParkProof grants you a limited, revocable, nonexclusive, nontransferable license to use the Services only for their intended purpose and in accordance with these Terms and any applicable written agreement.

You retain ownership of information and images you lawfully submit (“Your Data”). You grant ParkProof and the applicable Operator a nonexclusive right to host, copy, process, transmit, display, and retain Your Data as necessary to provide the Services, investigate incidents, comply with law, and exercise rights under these Terms and the Privacy Policy.

You permit ParkProof to use feedback and suggestions without restriction or compensation, provided ParkProof does not publicly identify you without permission.

7. Third-party services and equipment

The Services may depend on Stripe, Supabase, Netlify, Twilio, Shelly, banks, mobile carriers, LPR or OCR providers, payment-terminal providers, charging equipment, camera systems, identity-verification providers, and other third parties. Their networks, equipment, services, terms, privacy practices, and failures are outside ParkProof's exclusive control.

8. Availability, changes, tests, pilots, and beta features

The Services may be unavailable, delayed, inaccurate, or interrupted because of maintenance, equipment, software, power, internet, cellular service, weather, emergencies, cyber incidents, Operator actions, third-party providers, or events outside our reasonable control.

Features labeled test, pilot, beta, preview, demo, or similar are pre-release, may contain defects, and may be changed or withdrawn. Do not use a test environment for emergency access or rely on it as the sole safety control. ParkProof may modify or discontinue a feature, but doing so does not eliminate valid charges or non-waivable rights.

Part II — Driver and Consumer Terms

9. Parking, transient sessions, and monthly access

• You must enter the correct license plate and jurisdiction. A missing, incorrect, obscured, temporary, or changed plate may prevent matching and may result in an unpaid-session notice or lawful enforcement.
• A session may begin or end through LPR, QR code, payment terminal, attendant action, credential, gate event, or another configured method. System records may be corrected when reliable evidence shows an error.
• You must comply with posted rates, maximum stays, business hours, reserved-space rules, accessible-parking requirements, traffic controls, and Operator instructions.
• Monthly privileges are personal to the authorized parker or vehicle unless the Operator expressly permits sharing. You may not share a personal access link, duplicate a credential, defeat anti-passback controls, or use a suspended permit.
• An Operator may restrict monthly access by vehicle, location, day, time, space, or account status. A disclosed transient or daily charge may apply to unauthorized use where lawful.
• Payment does not guarantee a space unless the Operator expressly confirms a specific reservation.

10. License plates, LPR, patrol images, and automated matching

At participating locations, cameras may capture vehicles and plates to detect entry or exit, create or match a session, verify authorization, calculate duration, operate equipment, support claims, investigate misuse, or assist enforcement. Patrol personnel may photograph or scan a plate to check authorization.

Automated recognition may be inaccurate because of weather, lighting, plate condition, camera angle, similar characters, network conditions, or other factors. Contact ParkProof or the Operator promptly if you believe a match, charge, or enforcement record is incorrect. Images and derived information are handled under the Privacy Policy.

11. Consumer rates, payments, holds, refunds, and disputes

• Authorization. By providing a payment method, you authorize the merchant of record identified at checkout or on the receipt (normally the Operator), ParkProof as its technology and collection agent, and the payment processor to authorize and charge amounts associated with your transaction.
• Disclosed charges. You agree to pay rates, taxes, service or convenience fees, energy charges, reservation charges, and disclosed overstay or idle fees.
• Preauthorization holds. Parking, EV, and valet transactions may include a temporary hold that exceeds the final charge. Your bank controls when released funds become available.
• Delayed settlement. A final charge may occur after exit, charging stop, valet checkout, equipment reconnection, or review of an incomplete session. Duplicate, failed, under-collected, or plainly erroneous transactions may be corrected.
• Card on file. When disclosed, you authorize tokenized storage by the payment processor and later charges or reauthorizations needed to settle the same transaction or validly incurred amount.
• Unpaid amounts. A reversed or unpaid valid amount may remain due. Subject to law and Operator policy, access may be limited while it remains unresolved.

Refunds and adjustments are evaluated under the Operator's policy, payment-network rules, applicable law, and the transaction facts. Contact support with the location, date, plate, and receipt. Filing an unsupported chargeback does not eliminate an otherwise valid debt or lawful Operator remedy.

12. Door and gate access; safety

A posted after-hours access charge is a fee for the separate access-assistance or equipment-activation service and is not an additional charge for parking time. Parking charges, if any, remain separate. The applicable flow or signage must disclose the fee.

• Stop in the designated detection or waiting area and follow all instructions.
• Do not stand, walk, bicycle, or place property beneath a moving arm, overhead door, or gate.
• Do not tailgate, force equipment, bypass safety devices, or repeatedly activate equipment when the lane is unsafe.
• An electronic “open” confirmation does not prove that physical equipment fully moved or that the lane is clear. Visually confirm before proceeding.
• If equipment fails, remain in a safe location and use the displayed assistance method. ParkProof is not an emergency-dispatch service. Call 911 for an immediate threat to life or safety.

Gate, door, loop, controller, cloud, network, power, and mechanical failures may occur. ParkProof may use fail-open, fail-closed, retry, or assisted-access logic based on Operator settings but does not control every physical component or guarantee a particular response.

13. EV charging

• You are responsible for confirming that the charger, connector, vehicle, cable, adapter, and parking space are compatible and appear safe.
• You must comply with charging limits, move the vehicle when required, and pay disclosed parking, time, energy, idle, or overstay charges.
• Do not use damaged equipment. Report visible damage and stop use if a condition appears unsafe.
• Charging speed, energy, availability, and completion time depend on the vehicle, charger, electrical supply, temperature, network, other users, and equipment conditions.
• Equipment-provided session and energy records may be used for billing, subject to correction of verified errors and applicable law.

ParkProof does not manufacture chargers or guarantee compatibility, speed, range, battery condition, energy delivery, or uninterrupted charging.

14. Valet technology, custody, and damage documentation

ParkProof may provide valet check-in, condition photography, ticketing, status, retrieval, checkout, and payment technology. The Valet Operator, not ParkProof, supplies personnel and accepts custody or control of the vehicle. Use of ParkProof does not create a bailment between you and ParkProof.

• Remove cash, valuables, weapons, medications, confidential materials, hazardous items, and pets.
• Disclose unusual starting procedures, disabled safety features, mechanical defects, oversized dimensions, modified controls, mobility equipment, or other conditions relevant to safe handling.
• Review the vehicle and available condition record at pickup. Report alleged new damage promptly, preferably before leaving. Delay may impair investigation but does not waive a non-waivable right.
• Condition images and notes document observed condition and are not an admission of fault, causation, coverage, or liability.

Vehicle-custody, theft, personal-property, personnel-conduct, and damage claims should be directed to the Valet Operator identified at the location or on the receipt. ParkProof may preserve and share relevant technology records to assist an investigation.

15. Guest passes, merchant validations, and host information

A guest pass or validation is subject to the issuing Operator's or merchant's limits and may be changed, canceled, exhausted, or rejected if expired, duplicated, transferred, fraudulent, or inconsistent with location rules. A host or merchant represents that it is authorized to provide guest information and issue the pass or validation.

A validation may reduce but does not necessarily eliminate parking charges, service fees, taxes, overstay charges, or time outside the validated period. The final checkout summary controls, subject to correction of verified error.

16. Reservations and time limits

A reservation provides only the right stated in the confirmation and is subject to arrival windows, grace periods, vehicle requirements, maximum duration, cancellation rules, and location conditions. Unless expressly stated, it does not guarantee a specific space, charger, attendant response time, or uninterrupted access.

You must move or remove the vehicle by the required time. A session may not be extendable when an extension would conflict with another reservation. Disclosed overstay, idle, relocation, or enforcement consequences may apply.

17. Enforcement, towing, booting, relocation, and citations

Operators and their contractors—not ParkProof—make physical enforcement, towing, booting, relocation, and citation decisions. ParkProof may provide authorization status, images, records, alerts, and workflow tools. Payment after an enforcement action begins does not automatically cancel it.

Any towing, storage, boot, citation, relocation, or release charge is imposed by the responsible Operator, authority, or contractor unless expressly identified as a ParkProof charge.

Part III — Operator and Business Terms

18. Operator obligations and legal compliance

An Operator is responsible for its facilities, personnel, business practices, customers, and use of the Services. Without limiting a separate written agreement, each Operator must:

• Use the Services only for authorized locations and lawful business purposes;
• Maintain accurate rates, hours, policies, access rules, validation rules, taxes, merchant information, contact information, and customer-facing disclosures;
• Post legally required parking, rate, camera, LPR, towing, EV, valet, gate, door, SMS, and privacy notices;
• Obtain legally required consent and provide required alternatives before collecting or using personal, sensitive, biometric, camera, or messaging information;
• Use reasonable role-based permissions and promptly remove access for former or reassigned personnel;
• Comply with consumer-protection, privacy, communications, payment, tax, parking, towing, accessibility, employment, safety, utility, metering, and other applicable laws;
• Respond to customer disputes, physical-site incidents, enforcement challenges, refunds, claims, and government requests within its responsibility; and
• Not direct ParkProof to process information or perform an action that is unlawful, deceptive, unsafe, or beyond the Operator's authority.

19. Operator Data, privacy roles, and security

The Operator represents that it has all rights, notices, consents, and lawful bases needed for ParkProof to process Operator Data under its instructions. Depending on the processing, the Operator may be a controller or business and ParkProof may be its processor or service provider, as further described in the Privacy Policy and any Data Processing Agreement.

The Operator must not upload unnecessary sensitive information or use ParkProof to conduct facial recognition, biometric identification, employee surveillance, or person-tracking unless ParkProof expressly enables the feature under a written agreement and all required notices, consents, assessments, retention controls, and legal conditions are satisfied.

The Operator is responsible for its user accounts, exports, devices, local files, and downstream disclosures. It must notify ParkProof promptly of suspected unauthorized access, credential compromise, or security incidents affecting the Services.

20. Operator payment, merchant, refund, and chargeback responsibilities

Payment responsibilities depend on the applicable Stripe Connect or other merchant configuration and any written agreement. Unless otherwise agreed in writing, the Operator is responsible for:

• Accuracy and legality of posted rates, taxes, fees, discounts, validations, and refund rules;
• Its merchant account, onboarding information, settlement account, reserves, negative balances, refunds, chargebacks, and payment-network obligations;
• Providing goods and services underlying each charge and responding to evidence requests and customer disputes;
• Not charging an unlawful, undisclosed, misleading, duplicate, or unsupported fee; and
• Keeping customer-facing merchant names and receipt information accurate.

ParkProof may collect agreed platform or transaction fees, offset amounts where authorized by written agreement, suspend payment functions for risk or compliance reasons, and correct verified processing errors.

21. Equipment, integration, site safety, and continuity

The Operator is responsible for installation, inspection, maintenance, testing, code compliance, and safe operation of its physical gates, doors, loops, cameras, chargers, electrical infrastructure, payment terminals, networks, signs, lanes, and safety devices, unless a separate written agreement expressly assigns a duty to ParkProof.

The Operator must maintain a safe manual or staffed contingency process appropriate to the location. It may not rely on a cloud command, webhook, software response, or dashboard status as the sole proof that physical equipment operated safely. The Operator must provide and maintain accurate emergency, after-hours, and equipment-assistance contact information.

22. Operator indemnification and insurance

To the extent permitted by law, an Operator agrees to defend, indemnify, and hold harmless ParkProof, Sparta Trading, LLC, and their personnel from third-party claims, losses, liabilities, judgments, penalties, and reasonable legal expenses arising from the Operator's facilities, personnel, valet custody, towing or enforcement, rates or taxes, signage, equipment, data instructions, customer promises, legal violations, or breach of these Terms, except to the extent caused by ParkProof's own negligence, willful misconduct, or non-waivable legal responsibility.

An Operator must maintain insurance appropriate to its operations, which may include commercial general liability, workers' compensation, cyber liability, crime, automobile, garagekeepers, errors and omissions, and property coverage. Specific limits and certificates may be required by a separate written agreement.

Part IV — Risk, Disputes, and General Terms

23. Suspension and termination

ParkProof or an Operator may suspend or restrict access when reasonably necessary for safety, maintenance, suspected fraud, nonpayment, misuse, legal compliance, credential compromise, violation of these Terms, or protection of people, vehicles, property, equipment, or systems. Where practicable, we will provide notice or a support channel.

You may stop using the Services at any time. Termination does not cancel charges, claims, records, or obligations arising before termination.

24. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” PARKPROOF DISCLAIMS EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, QUIET ENJOYMENT, AND THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

PARKPROOF DOES NOT WARRANT THE SAFETY, CONDITION, CAPACITY, SECURITY, STAFFING, ELECTRICAL SUPPLY, EQUIPMENT, OR AVAILABILITY OF A PHYSICAL LOCATION, VEHICLE, CHARGER, GATE, DOOR, PARKING SPACE, OR VALET OPERATION. NOTHING IN THESE TERMS EXCLUDES A WARRANTY OR RIGHT THAT CANNOT LAWFULLY BE EXCLUDED.

25. Limitation of liability and consumer indemnity

TO THE FULLEST EXTENT PERMITTED BY LAW, PARKPROOF, SPARTA TRADING, LLC, AND THEIR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES; LOST PROFITS, REVENUE, DATA, USE, OR GOODWILL; OR THE COST OF SUBSTITUTE SERVICES, ARISING FROM OR RELATING TO THE SERVICES, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.

FOR A CONSUMER CLAIM, PARKPROOF'S AGGREGATE LIABILITY WILL NOT EXCEED THE GREATER OF THE PARKPROOF SERVICE FEES PAID FOR THE TRANSACTION GIVING RISE TO THE CLAIM OR ONE HUNDRED DOLLARS ($100). FOR AN OPERATOR OR BUSINESS CLAIM, PARKPROOF'S AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNTS PAID DIRECTLY TO PARKPROOF BY THAT OPERATOR FOR THE AFFECTED SERVICES DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

These limitations do not apply to liability that cannot lawfully be limited, including where applicable liability for ParkProof's fraud, willful misconduct, gross negligence, or personal injury directly caused by ParkProof, or statutory remedies that applicable law does not permit a contract to waive, limit, impair, or disclaim. They do not limit the return of a verified duplicate or erroneous charge when required.

To the extent permitted by law, a consumer agrees to indemnify ParkProof from third-party claims arising from the consumer's fraudulent, unlawful, or materially unauthorized use of the Services, infringement of another person's rights, or unsafe or unlawful conduct involving the consumer's vehicle. A consumer is not required to indemnify ParkProof for ParkProof's own negligence or conduct for which indemnification cannot lawfully be required.

26. Required informal dispute-resolution process

Before filing an arbitration or lawsuit, the claimant must send an individualized written Notice of Dispute and allow 30 days for good-faith resolution. The notice must include the claimant's name and contact information, relevant location and transaction information, a description of the dispute, supporting records reasonably available, and the requested relief.

Send the notice to support@parkproof.ai with the subject “Legal Notice of Dispute,” and by mail to the Legal Notice address in Section 30. Filing deadlines are tolled during the 30-day process to the extent permitted by law. Either party may seek temporary relief needed to prevent imminent injury, property damage, unauthorized system access, or misuse of intellectual property.

27. Consumer binding individual arbitration and class-action waiver

A. Agreement to arbitrate

After completing Section 26, a consumer and ParkProof agree that any dispute arising out of or relating to these Terms, the Privacy Policy, the consumer Services, a ParkProof transaction, or their relationship will be resolved by binding individual arbitration governed by the Federal Arbitration Act.

B. Exceptions

Either party may bring an individual action in small-claims court if the claim remains within that court's jurisdiction. Either party may seek temporary or injunctive relief in court to prevent imminent physical harm, unauthorized access, security compromise, fraud, or infringement of intellectual property. A consumer may report matters to a government agency, and an agency may pursue relief as authorized by law.

C. Administrator, procedure, and fees

Arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules and, when applicable, its Mass Arbitration Supplementary Rules, as in effect when the claim is filed. If AAA is unavailable or declines administration after applicable requirements are satisfied, the parties will select another nationally recognized administrator or a court will appoint an arbitrator.

Arbitration may proceed by documents, telephone, video, or an in-person hearing reasonably convenient to the consumer, as the rules permit. The consumer will not be required to pay more than the consumer filing fee allowed by the applicable AAA rules, and fee waivers may be available. ParkProof will pay the remaining administrative fees and arbitrator compensation it is required to pay.

D. Individual remedies only

The arbitrator may award any individualized remedy available in court, including statutory damages, attorneys' fees, or injunctive relief where authorized. The arbitrator must apply applicable substantive law and may not eliminate a non-waivable remedy.

THE CONSUMER AND PARKPROOF AGREE TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF, CLASS MEMBER, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. This does not waive non-waivable public-injunctive relief or government-enforcement rights.

FOR A CLAIM SUBJECT TO ARBITRATION, THE CONSUMER AND PARKPROOF WAIVE THE RIGHT TO A JURY TRIAL.

E. 30-day arbitration opt-out

A consumer may opt out of this Section 27 without affecting the rest of the Terms. Send a signed, individualized notice within 30 days after first accepting these Terms. The notice must state the consumer's name, mobile number or email used with ParkProof, that the consumer rejects the arbitration agreement, and the date. Email it to support@parkproof.ai with the subject “Arbitration Opt-Out,” or mail it to the Legal Notice address in Section 30.

F. Severability

If part of this Section is unenforceable, it will be severed and the remainder enforced to the fullest extent permitted. If the class-action waiver is finally held unenforceable as to a particular claim or remedy, that claim or remedy will proceed in court after arbitrable individual issues are resolved, unless applicable law requires another result.

28. Governing law and court venue

Except for consumer arbitration governed by the Federal Arbitration Act and except where non-waivable law requires otherwise, these Terms are governed by Maryland law without regard to conflict-of-law rules. Non-waivable consumer protections of a consumer's home jurisdiction remain available.

A dispute not subject to arbitration or a separate written business agreement must be brought in a state court located in Prince George's County, Maryland, or the United States District Court for the District of Maryland, unless applicable law requires another forum.

29. General terms

• Changes. We may update these Terms prospectively. We will post a revised effective date and request renewed acceptance when legally required or when a material change warrants it. A change does not retroactively alter an existing dispute without valid agreement.
• Entire agreement. These Terms, the Privacy Policy, SMS Terms, transaction disclosures, and any applicable written agreement form the agreement concerning the Services.
• Order of control. A separately signed agreement controls where it expressly conflicts. A specific checkout or reservation disclosure controls for that transaction over a general provision.
• No waiver. Failure to enforce a provision is not a waiver.
• Severability. An unenforceable provision will be narrowed or severed while the remainder remains effective, subject to Section 27.
• Assignment. You may not assign these Terms without written consent. ParkProof may assign them in connection with financing, merger, reorganization, asset transfer, or change of control.
• Force majeure. ParkProof is not responsible for delay caused by events outside its reasonable control, but this does not excuse returning a verified erroneous charge when required.
• No agency. These Terms do not create employment, partnership, joint venture, fiduciary, franchise, or agency between you and ParkProof.
• Survival. Payment obligations, ownership, records, disclaimers, liability limits, indemnification, and dispute provisions survive termination as appropriate.

30. Contact and legal notices