eXactnav EULA

Please read this end user license agreement carefully before using the App. 

By downloading and using the eXactnav mobile application (the “App”) this End User License Agreement (the “EULA” or the “Agreement”) applies to your access to and use of the App and you are hereby accepting the terms and conditions of this EULA and entering into a legally binding agreement with Eleven-X Incorporated (“Eleven-X”). If you do not agree to these terms and conditions do not access or use the App or the Service (as defined in Section 1 below). 

This EULA is between you and Eleven-X only. The app store platform provider (the “App Store Platform Provider”) through which you downloaded this App is not a party to this Agreement. Notwithstanding the foregoing, you acknowledge that the App Store Platform Provider and its subsidiaries are third party beneficiaries of this Agreement and the App Store Platform Provider has the right to enforce this Agreement against you. Eleven-X, and not the App Store Platform Provider, is solely responsible for the App and its content. 
 

1. License Grant. Eleven-X hereby grants you a limited, non-exclusive, non-transferable, revocable license to reproduce and use for your own personal and non-commercial purposes, one copy of the App on your mobile device, solely as a component of Eleven-X’s eXactpark™ parking solution (the App, together with the eXactpark smart parking solution is hereinafter referred to as the “Service”), provided that you comply with the terms hereof, in particular, the restrictions set forth below. The license in the preceding sentence does not include use by any third party, and you will not permit any such use. You may only use the App on mobile devices that you own or control and as permitted by the applicable App Store Platform Provider’s Terms of Service. 

2. Reservation of Rights. All rights not expressly granted by Eleven-X herein are reserved. You receive no title to or ownership of any copy of the App or the Service. Furthermore, you receive no rights to the App other than those specifically granted in Section 1 (License Grant) above. 

3. Restrictions. You may not: 

a) nor allow others, to copy, modify, rent, sell or share the App or Eleven-X’s trademarks; 

b) use the Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Service or that could damage, disable, overburden or impair the functioning of the Service in any manner; 

c) modify, create derivative works from, distribute, publicly display, publicly perform, or sublicense the App; 

d) access the App to build a competitive product or service, to build a product using similar ideas, features, functions or graphics of the Service, or to copy any ideas, features, functions or graphics of the Service; 

e) engage in competitive analysis, benchmarking, use, evaluation or viewing of the Service or create any derivatives based upon the App or Service; or 

f) reverse engineer, decompile, disassemble, or otherwise attempt to derive any of the App’s source code.

4. Maintenance and Support. Eleven-X is responsible for providing maintenance and support for the App and you hereby acknowledge that the App Store Platform Provider does not have any obligation whatsoever to provide any maintenance and support services for the App. 

5. Your Obligations.

a) No Unauthorized Access. You agree to take reasonable steps to prevent unauthorized access to the Service, including by protecting Your passwords and other log-in information. You will notify Eleven-X immediately if you know of or suspect unauthorized use of the Service or a breach of its security. 

b) Compliance with Laws. In using the Service, you will comply with all applicable laws, including (i) laws governing the use of a motor vehicle; and (ii) laws governing the protection of personally identifiable information and other laws applicable to the protection of Your Content (as defined in Section 7(a) below). 

c) Service Access. You are responsible and liable for (i) your use of the Service, including unauthorized conduct and conduct that would violate this Agreement; and (ii) any use of the Service through Your account or passwords, whether authorized or not. 

d) Parking Facilities. Your use of any on-street parking stall, surface parking lot or parking structure (each a “Parking Facility”) is subject to any additional terms and conditions, policies, rules, and restrictions imposed by the owner and/or operator of such Parking Facility (“Facility Terms”) and you agree to comply with and be subject to all Facility Terms. Facility Terms may be posted onsite at the Parking Facility and may or may not be made available through the Service. In the event of any conflict between onsite Facility Terms and those made available through the Service, the onsite Facility Terms will govern except with respect to charges, fees, and payment terms which will be governed by the terms made available through the Service. Violation of Facility Terms may result in additional fees, payment notices, and/or towing of your vehicle and you accept full responsibility for costs associated therewith. 

e) Export Restrictions. You may not use or otherwise export or re-export the App except as authorized by United States law and the laws of the jurisdiction in which the App was obtained. In particular, but without limitation, the App may not be exported or re-exported (i) into any U.S. embargoed countries; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the App, you represent and warrant that you are not located in any such country or on any such list. 

f) Communications from Eleven-X. You consent to receive email and/or text messages from Eleven-X in connection with Your use of the Service. Standard text messaging  

6. Internet. The functioning of the App requires an active internet connection and Eleven-X cannot be responsible for the App not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any data allowance left with your internet or telecommunications service provider. If you’re using the App outside of a Wi-Fi area, please remember that the terms of your agreement with your mobile network provider will apply. Availability and quality of the App may be impacted by factors outside of Eleven-X’s control. 

7. Privacy and Right to Use of Data.

a) Your Content. You grant Eleven-X permission to access, process and otherwise use Your Content (as defined below) in order for Eleven-X to provide the Service to you, to track and analyze your use of the Service, and make Your Content available to other users of the Service and other third parties. To the extent that you have intellectual property rights in Your Content, you hereby grant to Eleven-X a worldwide, perpetual, non-exclusive, royalty-free, sublicensable, transferable license to use and prepare derivative works from Your Content for the purposes outlined in this Agreement. You agree that Your Content is not yours. (“Content” means text, images, photos, audio or video files, and other forms of data or communication. “Your Content” means Content submitted or transmitted by You.) 

b) Ownership of Your Content. You represent and warrant that you own Your Content and that submitting or transmitting Your Content to or through the Service will not violate the rights of any third party, including intellectual property, privacy or publicity rights. Eleven-X is under no obligation to review or screen your or other Service users’ Content. 

c) Collection of Technical Data. Eleven-X may collect and use technical data and related information, including but not limited to technical information about your device, Service and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services. 

d) Eleven-X Privacy Policy. Eleven-X will manage any of Your Content containing personally identifiable information as set forth in Eleven-X’s privacy policy, currently posted at https://eleven-x.com/exactnav-privacy-policy/ (the “Privacy Policy”). The Privacy Policy applies only to the Service and does not apply to any third party website or service linked to the Service or recommended or referred to through the Service by Eleven-X or other Service users. 

e) Accuracy. Eleven-X has no responsibility or liability for the accuracy of any Content submitted to or transmitted through the Service by you or another user, including without limitation Your Content. 

f) Right to Retain, Delete or Suspend Access. You hereby acknowledge that you will not rely on the Service for backup or storage of Your Content. Eleven-X may retain Your Content even if you are no longer using the Service but is not required to provide copies of Your Content to you. Eleven-X may permanently delete or erase Your Content or suspend your access to Your Content through the Service at any time and for any reason. 

g) Aggregate & Anonymized Data. Eleven-X may use, reproduce, sell, publicize, or otherwise exploit Aggregate Data in any way, in its sole discretion. (“Aggregate Data” refers to Your Content with personally identifiable information removed.) 

8. Third Party Materials:

Eleven-X enables access to third party services and websites (“Third Party Materials”) and you accept and shall comply with their additional terms of service. Third Party Materials are made available by Eleven-X through the App and Service solely as a convenience to our users and for informational purposes only. You agree that Eleven-X does not warrant the accuracy, copyright compliance or legality of Third Party Materials or related services and further that Eleven-X does not assume liability to you related to any Third Party Materials or related services. 

9. Proprietary Rights. 

a) Eleven-X Intellectual Property Rights. The App itself, and all the trademarks, copyright and other intellectual property rights together therein or relating thereto, with the underlying software code, are owned by Eleven-X with the exception of those third party products that you link to via this App. 

b) Feedback. Eleven-X has not agreed to and does not agree to treat as confidential any Feedback (as defined below) that you provide to Eleven-X, and nothing in this Agreement or the parties’ dealings arising out of or related to this Agreement will restrict Eleven-X’s right to use, profit from, disclose, publish, keep secret, or otherwise exploit Feedback, without compensating or crediting you. You hereby grant Eleven-X a perpetual, irrevocable right and license to exploit Feedback in any and every way. (“Feedback” refers to any suggestion or idea for improving or otherwise modifying any of Eleven-X’s products or services.)

c) Trademarks. Eleven-X and other marks indicated on the App, the Service and our websites are registered trademarks of Eleven-X Incorporated or our affiliates in Canada, the United States, and other countries. Eleven-X’s trademarks and trade dress may not be used in connection with any product or service that is not Eleven-X’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Eleven-X. All other trademarks not owned by Eleven-X or our affiliates that appear within the Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Eleven-X or our affiliates. 

10. Updates and Termination. Eleven-X is committed to ensuring that the App is useful, efficient and up-to-date. Therefore, we reserve the right to make changes at any time without notice. Eleven-X may also wish to stop providing the App to you for any or no reason and may terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise, upon termination, the rights and license under these terms will end and you must stop using the App and delete it from your mobile device.

11. Disclaimers. 

a) Disclaimer of Warranties. YOU AGREE THAT YOU ACCEPT THE SERVICE “AS IS” AND AS AVAILABLE, WITH NO REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR ANY IMPLIED WARRANTY OR CONDITION ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (i) ELEVEN-X HAS NO OBLIGATION TO INDEMNIFY OR DEFEND YOU AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERTY; (ii) ELEVEN-X DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL PERFORM WITHOUT INTERRUPTION OR ERROR; (iii) ELEVEN-X DOES NOT REPRESENT OR WARRANT THAT THE SERVICE IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT YOUR CONTENT WILL REMAIN PRIVATE OR SECURE; AND (iv) ELEVEN-X DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS CONCERNING PRODUCTS OR SERVICES PROVIDED BY OTHER USERS OF THE SERVICE OR OTHER THIRD PARTIES. To the maximum extent permitted by applicable law, the App Store Platform Provider will have no warranty obligation whatsoever with respect to the App and any claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Eleven-X. 

b) Disclaimer of Service Level Guarantees. Note that the Service is only available in selected locations and may not be available at all times at all locations. While we will endeavour to provide the best possible service, there are limitations to cellular technologies which may cause interruptions in service. Please note that WE PROVIDE NO SERVICE LEVEL GUARANTEES WHATSOEVER concerning the Service. 

c) EV Charging. Electric vehicle charging stations provided at any Parking Facility are for charging compatible electric vehicles only and are provided as a customer service only. Eleven-X is not liable for any malfunction or incompatibility of a charging station with any vehicle, failure of a vehicle to charge, or for any damage arising from the use or malfunction of charging stations. Use is at your own risk. 

12. Indemnification. 

a) General Indemnity. You agree to indemnify, hold harmless and defend Eleven-X for any claim, demand, cause of action, debt, liability, damages, costs or expenses, including reasonable legal fees and expenses of Eleven-X’s selected lawyers, arising from any third party claim against Eleven-X relating to (i) your violation of law; (ii) your infringement of any intellectual property rights or similar proprietary rights of any person or entity; (iii) any non-compliance with or violation of the license granted to you by Eleven-X; (iv) your improper or illegal use of the App or Service; (v) any act or omission or willful misconduct of yours; (vi) any breach of any of your representations, warranties, or covenants made herein; and (vii) any failure by you to comply with this Agreement.

b) Mobile Phone Use Indemnity. Please note that operating a mobile phone or any other device while driving can be dangerous and we advise you not to use our Service while operating a vehicle. You agree to indemnify and hold Eleven-X harmless from any or all liability whatsoever for any harm, loss or injury related to your use of the App and the Service while operating any kind of vehicle. 

13. Limitation of Liability. 

a) Parking Facilities. 

i) Facility Operators. Eleven-X does not own, operate or maintain Parking Facilities and is NOT RESPONSIBLE FOR ANY SUCH PARKING FACILITIES OR EVENTS THAT OCCUR AT SUCH PARKING FACILITIES. Parking Facilities are operated by companies or governmental bodies with which Eleven-X has contractual relationships, however, Eleven-X is not responsible for actions taken by such entities. 

ii) Parking Availability. We do not guarantee the availability of parking at your selected Parking Facility. Your selected Parking Facility may, from time to time, be unavailable for reasons including, but not limited to, late arrival, excessive demand due to special events or conferences, repair or maintenance activities, construction, emergencies or events of force majeure. 

iii) Theft, Damage etc. Eleven-X is not responsible for theft, vandalism, acts of god, weather or any damage done by a third party to you, your vehicle, your passengers or property while parked, attempting to park, or otherwise using or attempting to use a Parking Facility. You acknowledge that all claims of liability for any damage or injury that might or does occur at any Parking Facility may be raised solely against the owner or operator of the Parking Facility. Eleven-X will not be liable for any damages of any kind arising from or related to any Parking Facility or its operation. 

b) Parking Fines. Eleven-X is also not responsible for any parking fines or tickets for infractions that you incur or receive as a result of locating a parking space using the App. You are solely responsible for resolving with the relevant authorities and Parking Facility operators any issues that you may have regarding any parking fines or infractions. We do not enforce any parking restrictions and cannot control the actions of third parties who enforce parking restrictions or assess parking fines or penalties. 

c) Parking Restrictions. You are responsible for complying with all advertised parking restrictions, including physical signs prohibiting parking in a certain area, which shall take precedence over any information that you receive from Eleven-X. Eleven-X will not be responsible for any incorrect or conflicting parking restrictions advertised on signage.

d) Liability Cap. IN NO EVENT IS ELEVEN-X LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL LOSSES OR DAMAGES ARISING OUT OF YOUR USE OR INABILITY TO USE THE APP OR THE SERVICE. ELEVEN-X’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) SHALL NOT EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). 

14. Product Claims. Eleven-X, not App Store Platform Provider, is responsible for addressing any claims by you relating to the App or use of it, including, but not limited to: (i) any product liability claim; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection, privacy or similar legislation. Nothing in this Agreement shall be deemed an admission that you may have such claims. 

15. Third Party Intellectual Property Claims. Eleven-X shall not be obligated to indemnify or defend you with respect to any third party claim arising out of or relating to the App. To the extent Eleven-X is required to provide indemnification by applicable law, Eleven-X, not the App Store Platform Provider, shall be solely responsible for the investigation, defense, settlement and discharge of any claim that the App or your use of it infringes any third party intellectual property right. 

16. Amendments. Eleven-X may amend this Agreement from time to time by posting an amended version on its website and sending you written notice thereof through the App. If we make amendments to this Agreement we will post the amended EULA and update the “Last Updated” date below. Such amendment will be deemed accepted and become effective 30 days after such notice (the “Proposed Amendment Date”) unless you first give Eleven-X written notice of rejection of the amendment. In the event of such rejection, this Agreement will continue under its original provisions for 30 days following the Proposed Amendment Date (unless either you or Eleven-X first terminates this Agreement pursuant to Section 10). Your continued use of the Service following the effective date of an amendment will confirm your consent to the Amendment. This Agreement may not be amended in any other way except through a written agreement by authorized representatives of each party. Notwithstanding the foregoing, Eleven-X may revise the Privacy Policy at any time by posting a new version of either at Eleven-X’s website, and such new version will become effective on the date it is posted. 

17. Governing Law and Venue. The laws of the province of Ontario and Canada shall govern. In the event of a dispute, a suit shall be brought in a court of competent jurisdiction in Toronto, Ontario. 

18. Miscellaneous.

a) Assignment. You may not assign, transfer, or sublicense this Agreement without Eleven-X’s express written consent. We may transfer our rights under this Agreement at any time. 

b) Waiver. Eleven-X does not give up our rights by delaying or failing to exercise them at any time. 

c) Severability. If any term of this Agreement is found by a court to be illegal or not enforceable, all other terms will still be in effect. 

d) Entire Agreement. You acknowledge and agree that this Agreement and the Privacy Policy constitute the entire agreement of the parties hereto relating to the subject matter hereof, and any prior agreements, understandings, representations and commitments concerning such subject matter, whether oral or written, are hereby superseded and terminated in their entirety and are of no further force or effect. 

 
19. Contact Information. The developer of the App is Eleven-X Incorporated. Questions, complaints or claims regarding the App may be submitted to Eleven-X at: 

375 Hagey Blvd., Suite 31
Waterloo, Ontario, N2L 6R5 

1-226-887-0011
info@Eleven-X.com 

Last updated: July 11, 2024