Terms of Service — Onyx Valet

1. Acceptance of Terms

These Terms of Service (the "Terms") form a binding agreement between you and Onyx Valet Technologies, Inc. ("Onyx Valet," "we," "us," or "our") and govern your access to and use of the Onyx Valet website, web application, APIs, and related services (together, the "Service"). By creating an account, accepting an invitation, or otherwise using the Service, you agree to these Terms and to our Privacy Policy.

If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms, and "you" refers to that organization.

2. Eligibility

You must be at least 18 years old, or the age of legal majority where you live, to use the Service. By using the Service you represent that you meet this requirement and that you are not prohibited from using the Service under applicable law.

3. Accounts and Security

You are responsible for keeping your login credentials confidential.
You are responsible for all activity that occurs under your account.
You must provide accurate information when registering and keep it current.
You will notify us promptly at onyxvaletsupport@onyxvalet.co if you suspect unauthorized access.

We may suspend or terminate accounts that we reasonably believe have been compromised, used to impersonate others, or used in violation of these Terms.

4. The Service

Onyx Valet is a software platform that helps property operators manage valet parking, including issuing tickets, tracking vehicle locations, dispatching retrieval requests, and notifying customers when their vehicle is ready. The Service is delivered to property operators (our customers) and used by their staff and the property's residents and guests.

Onyx Valet is software only. We do not park, drive, retrieve, store, or take custody of any vehicle. The valet service itself — including who handles your keys and your vehicle — is provided by the property or its valet operator, not by Onyx Valet.

5. Acceptable Use

You agree not to:

Use the Service for any unlawful, fraudulent, or harmful purpose.
Attempt to gain unauthorized access to other accounts, properties, vehicles, or to the Service's underlying systems.
Reverse engineer, decompile, or attempt to extract the source code of the Service, except where this restriction is prohibited by law.
Probe, scan, or test the vulnerability of the Service without our prior written consent, or breach any security or authentication measure.
Use the Service to send spam, malware, or unsolicited communications.
Resell, sublicense, or expose the Service to third parties except as the Service is intended.
Use automated tools to scrape or bulk-extract data, except through APIs we provide for that purpose.
Submit information that is false, misleading, or that infringes another person's rights.

6. Fees and Payment

If you are a property customer who has subscribed to a paid plan, the fees, billing cycle, and payment terms are set out in your order form or subscription agreement. Fees are non-refundable except where required by law or expressly stated in your agreement. We may change pricing on prospective renewal terms with reasonable notice.

The Service is provided to residents and guests of subscribed properties at no charge from Onyx Valet. The property may have its own fees, gratuities, or rules — those are between you and the property.

7. Vehicle Liability and Property Disclaimer

Important — please read carefully. Onyx Valet does not provide valet services, does not take possession of any vehicle, and is not responsible for any loss, theft, damage, or injury arising from the parking, retrieval, or handling of any vehicle. Liability for those activities, if any, lies with the property and its valet operator, subject to the terms of the ticket, claim check, or other agreement they provide to you.

You are responsible for removing valuables from your vehicle before handing it off. You should review the property's posted valet terms and any signage at the venue.

8. Communications and SMS

By providing your phone number, you consent to receive transactional SMS messages relating to your tickets (e.g., "your car is being retrieved," "your car is ready," account verification). Standard message and data rates may apply. You may opt out by replying STOP to any message; opting out may prevent us from delivering time-sensitive vehicle status updates. See our Privacy Policy for details.

9. Your Content

You retain ownership of the information you submit to the Service (vehicle details, notes, profile information — your "Content"). You grant Onyx Valet a worldwide, non-exclusive, royalty-free license to host, store, transmit, and display your Content solely as needed to operate, secure, and improve the Service. We do not claim ownership of your Content and we will not sell it.

You represent that you have the rights necessary to submit your Content and that it does not infringe the rights of any third party.

10. Intellectual Property

The Service, including its software, design, text, graphics, logos, trademarks, and the "Onyx Valet" name, is owned by Onyx Valet or its licensors and is protected by copyright, trademark, and other intellectual-property laws. Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Service for its intended purpose. No other rights are granted by implication.

11. Third-Party Services

The Service relies on third-party providers for hosting, database, authentication, and SMS delivery (currently Supabase, Netlify, and Twilio). Those providers' availability and terms may affect the Service. We are not responsible for outages, errors, or failures attributable to a third-party provider beyond our reasonable control.

12. Suspension and Termination

You may stop using the Service at any time and may request deletion of your account by contacting onyxvaletsupport@onyxvalet.co. We may suspend or terminate your access if we reasonably believe you have violated these Terms, if your account presents a security or legal risk, or if your property's subscription ends. Sections that by their nature should survive termination (including Sections 7, 9, 10, 13, 14, 15, 16, 17) will survive.

13. Disclaimers

The service is provided "as is" and "as available," without warranties of any kind, whether express, implied, statutory, or otherwise. Onyx Valet expressly disclaims all warranties, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranty arising out of course of dealing or usage of trade.

We do not warrant that the service will be uninterrupted, error-free, secure, or free of harmful components, or that any data will be accurate, reliable, or never lost. We do not warrant that the service will detect or prevent unauthorized vehicle retrieval, lost keys, theft, or property damage.

14. Limitation of Liability

To the maximum extent permitted by law, Onyx Valet and its officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, use, goodwill, or other intangible losses, arising out of or relating to your use of, or inability to use, the service, even if we have been advised of the possibility of such damages.

Our total liability for any claim arising out of or relating to these terms or the service will not exceed the greater of (a) the amount you paid us in the 12 months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions our liability will be limited to the maximum extent permitted by law.

15. Indemnification

You agree to defend, indemnify, and hold harmless Onyx Valet and its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to: (i) your use of the Service; (ii) your violation of these Terms; (iii) your Content; or (iv) your violation of any rights of a third party.

16. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute that is not subject to arbitration. If you reside in a jurisdiction whose consumer-protection laws guarantee you certain rights notwithstanding this section, those rights are preserved.

17. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will notify you by email or through the Service before the changes take effect, and we will update the "Last updated" date at the top of this page. Your continued use of the Service after the effective date of the revised Terms constitutes your acceptance.

18. General

Entire agreement: these Terms, together with the Privacy Policy and any order form or subscription agreement, are the entire agreement between you and Onyx Valet regarding the Service.
Severability: if any provision is held unenforceable, the remaining provisions will remain in full force and effect.
No waiver: our failure to enforce a provision is not a waiver of our right to enforce it later.
Assignment: you may not assign these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.
Force majeure: neither party is liable for delays or failures caused by events beyond its reasonable control.

19. Contact

Onyx Valet Technologies, Inc.
Email: onyxvaletsupport@onyxvalet.co