Terms of Service

Introduction

1. KarPark (hereinafter referred to as “KarPark”, “we”, “us” or “our”) operates a platform and community marketplace that  helps people create, list, host, discover, book and use  private carparks around the world, whether through our  website or our mobile applications (“Platform”). KarPark  refers to KPark Limited (a New Zealand Registered Business). 2. The Platform is operated by KarPark Limited and 

membership is open to any individual who chooses to register with the site. 

3. These terms will apply to anyone who views or uses the  Platform (“you”). Whether you register or not you will be  bound by these terms and conditions in full and you also agree to be bound by the terms of our Privacy policy which 

explains the use we are authorised to make of your personal information. 

4. These Terms and Conditions relate to your passive use of the Platform, if you wish to book a parking space through the Platform you will also need to enter into a Parking Space  

License Agreement with the parking space Host (for whom we act as an Agent) and you will be bound by our Parker Agreement. 

5. If you are a private parking space host and you wish to rent your parking space with us you will be bound by our Parking Space Host agreement. 

6. Please note that these terms and conditions may be  amended from time to time. Notification of any changes will  be made by posting new terms onto the Site. In continuing to use the Site you confirm that you accept the then current terms and conditions in full at the time you use the Site.

Registration 

1. Registration with the Site is currently free, however in order  to become a registered user you will have to provide some  basic personal information. You agree that all information  supplied on registration is true and accurate and will be 

kept up to date. 

2. You may not have more than one registration and we 

reserve the right at ourdiscretion to delete or cancel the  

membership of any person who in our opinion possesses 

more than one registration at any time. 

3. You are not entitled to allow any other person to use your  registration. You may not impersonate any other person in  any registration whether or not thatother person is a user of the Site. 

4. You may terminate your account at any time via the Platform. 5. We reserve the right to terminate your registration 

immediately without noticeif in our opinion you have breached these terms. 

Use and Abuse of the Site 

1. You agree that any information you supply will be true and accurate. 2. You may not use the site to publish any offensive, inaccurate, misleading,defamatory, fraudulent, or illegal 

information or content. 

3. We reserve the right at our discretion to remove any content from the site, terminate your registration or  membership and restrict your access to ourservices at any 

time for any reason. 

4. We grant you a limited licence to access and make personal  use of the Site,but not to download (other than page 

caching) or modify it, or any portion ofit, except with our 

express written consent. 

5. In the event that you are informed that you will no longer be entitled to accessthe services you will not be entitled to  

register again and you will no longer have permission to use

the Site. 

Advertising and Commercial Use 

1. Users of the Site are not entitled to directly advertise to or solicit the customof other users without our express written consent. 

2. You are not entitled to resell or commercially exploit the Site’s contents otherthan content you have posted. You are  not entitled to use any data mining, robots, or similar data  gathering and extraction tools to collect usernames, email  addresses or any other data for the purposes of sending  unsolicited email or for any other use 

3. In the event that you are found by us to have been sending unsolicited email to our users then we reserve the right to terminate without notice your use ofthe Site without limiting any other rights and remedies we may have. 

Our Liability 

1. The material displayed on our site is provided without any  guarantees, conditions or warranties as to its accuracy and is provided on an “as is” basis.To the extent permitted by law,  we hereby expressly exclude all conditions, warranties and  other terms which might otherwise be implied by any law, regulation, statute, common law or law of equity. 

2. We will not be responsible for any breach of these Terms and Conditionscaused by circumstances beyond our 

reasonable control. 

3. Although we aim to offer you the best service possible, we  make no promise that the services at the Site will meet your requirements. We cannot guaranteethat the services will be fault-free. 

4. Your access to the Site may be occasionally restricted to  allow for repairs, maintenance or the introduction of new  facilities or services. We will attemptto restore the service as

soon as we reasonably can. 

5. From time to time it may be necessary to suspend access  to the Site for a period of time and any such interruptions 

shall not constitute a breach by usof these terms. 

6. We will not be liable for any business, financial, or economic loss nor for anyconsequential or indirect loss (such as lost  

reputation, lost profit or lost opportunity) arising as a result  

of your use of the Site whether such loss is incurred or 

suffered as a result of our negligence or otherwise. 

Communication 

1. We request that all information provided to us is 

accurate, current andcomplete. 

2. All notices sent to you will be sent to the email address  

provided to us (as updated by you). By accepting these  

terms you give your consent to receive communications from us by email and you agree that all agreements, notices, 

disclosures and other communications that we provide to 

you by email satisfyany legal requirement that such 

communications be in writing. 

3. Personal information that you supply to us will not be  

disclosed by us to anythird party save in accordance with our Privacy Policy. You agree that we mayuse the personal 

information supplied by you in accordance with our Privacy 

Policy. 

Other Sites and Linking 

1. The Platform may include links to other websites or material  which are beyond its control. We are not responsible for 

content on any site outside thePlatform. 

2. You may link to our home page, provided you do so in a way that is fair and 

3. legal and does not damage our reputation or take  

advantage of it, but you must not establish a link in such a 

way as to suggest any form of association,approval or 

endorsement on our part where none exists.

4. You must not establish a link from any website that is not owned by you. 5. Our site must not be framed on any other site, nor may you create a link to anypart of our site other than the home page.  We reserve the right to withdraw linking permission without 

notice. 

Intellectual Property 

1. The format and content of this Site is protected by New  

Zealand and international copyright and we reserve all 

rights in relation to our copyrightwhether owned or  

licensed to us and all rights are reserved to any of our 

registered and unregistered trademarks (whether owned or  

licensed to us)which appear on this Site. 

2. By displaying user-generated content on this site you  

expressly assign all copyright and other rights to such  

content to us (and you agree to waive all moral rights in  

relation to such content) for the avoidance of doubt we are 

permitted to use any user-generated content for any of our  

other business purposes, even following termination of your  

registration or membership. 

3. We do not screen user-generated content (including  

content relating to available parking spaces) or information 

on the Platform and we cannot giveany assurance as to its 

accuracy or completeness. Users of this Platform are 

expressly asked not to publish any defamatory, misleading 

or offensive content or any content which infringes any 

other persons intellectual propertyrights (e.g. copyright).  

Any such content is contrary to our policy we do not accept  

liability in respect of such content, and the user responsible  

will be personally liable for any damages or other liability  

arising and you agree to indemnify us in relation to any  

liability we may suffer as a result of any such content. 

4. This website or any portion of this website may not be  

reproduced, duplicated, copied, sold, resold, visited, or  

otherwise exploited for any commercial purpose without our  

express written consent. You may not systematically extract 

and/or re-utilise parts of the contents of the Site without our  express written consent. In particular, you may not utilise  any data mining, robots, or similar data gathering and  extraction tools to extract (whether once or many times) for  re-utilisation of any substantial parts of thisSite without our express written consent. 

Referral Programme 

From time to time we may offer a referral service to attract registered users to the Platform. 

To be eligible for the Referral Reward Programme: 

1. you must have an active User 

account on KarPark; 

2. you may not refer yourself for the 

Referral Program; 

3. the Referred User should not already have a User account (active or inactive)on KarPark; 

4. the Referred User should sign up for a User account using the activation link ofthe Referral Invitation; 

5. you won’t receive rewards if you’re the Parker or property owner on a bookingwith a person you refer. Additionally, if  both a Parker and property owner are referred by you,  

6. you won’t receive rewards if they book with one another. your rewards will be released approximately two weeks after the qualifying parking space parking session is completed. 

7. we reserve the right to close customers’ accounts of  Referring or Referred Customers, if these have acquired rewards by fraud or have used or attemptedto use the  acquired rewards in a way that violates these terms of  applicable laws 

8. we reserve the right to terminate the Programme or change the terms at itsown discretion at any time fraud or abuse relating to the accrual of rewards in the Programme may result in forfeiture of accrued rewards as well as

cancellation of a User’s Account andany KarPark Customer Account. 

9. our failure to enforce a particular Term or Condition does not constitute awaiver of that Term or Condition by us. 

10.all questions or disputes regarding eligibility for the  Programme or the eligibility of rewards for accrual will be resolved by KarPark in its sole discretion 

11.The Programme and any use of The Website are subject to  the ‘terms and conditions’ of The Website and the privacy policy terms, as described on theWebsite 

General 

1. For users domiciled in New Zealand, these terms and conditions are governedby the laws of New Zealand and are  made between KPark Ltd (trading as KarPark) and you. 

2. For users domiciled outside New Zealand, these terms and conditions are governed by the laws of New Zealand without reference to its principles of conflicts of laws and are made between KPark Limited and you. 

3. If you breach these terms and conditions and we decide to take no action orneglect to do so, then we will still be entitled  to take action and enforce ourrights and remedies for any other breach. 

4. We may make changes to the format of the Platform, services provided or to the Platform’s content at any time without notice. 

5. The use of “$” in these terms and conditions denotes the  lawful currency of New Zealand. KarPark may select any spot rate of exchange to determine an amount payable in another currency, and require payment in that currency, inrelation to a user outside New Zealand. 

Further questions 

If at any time you would like to contact us with your views about our terms of use,you can do so by emailing us at admin@karpark.co.nz

KarPark Limited – 

Parking Space License 

Agreement 

1. This Agreement 

1. This agreement is between the Parker (“Parker”) who has  booked a parkingspace through KarPark.co.nz, and, or, our mobile applications and software (“KarPark” or “Platform”) and the owner or operator (“Host”) of the parking space (“the Parking Space”) which has been licensed. Each of the parties and details of the Parking Space and the proposed license  period (“License Period”) are as set out in the parking space  listing on the Platform and accepted on confirmation of the booking. 

2. The Host represents and warrants that it is the owner of the  Private Parking Space or the person who is duly authorized to arrange licensing of the ParkingSpace. If you, the Host are a tenant of the property which contains the private parking space it is your responsibility to ensure you have the property owner’s consent to list the park on KarPark. Note that no public parking  spaces are permitted to be listed on KarPark. This agreement  details the terms and conditions which apply between the Parker  and the Host relating to the Parker’s license of the Parking Space. 

3. The Parker agrees that they are responsible for ensuring that any person they allow to drive the vehicle to the Parking Space  complies with these terms andthe Host similarly agrees that they  are responsible for ensuring that any person who assists them  with managing a booking or is responsible for or authorized to manage the Parking Space or a booking complies with the terms

of this Agreement. 

4. KarPark is the Host’s agent for the purpose of this Agreement but is not the Host. This Agreement is between the Parker and  the Host (for details of theterms which apply between the  

Parker and KarPark, please see the Parkeragreement or for the  terms which apply between the Host and KarPark, please see the Parking Space Host Agreement). KarPark is an intended third  party beneficiary of this Agreement but it shall have no  

obligations to the Parker or the Host under this Agreement. 

5. The Host grants a license to the Parker to use and occupy the  Parking Spaceduring the License Period as set out in the 

Confirmation Email. The Parker is not a tenant of the Host and has not been granted exclusive possession of theParking 

Space. 

2. Booking and Payment 

1. The Parker and the Host agree with each other to make all bookings for the Parking Space through KarPark and acknowledge that KarPark will handlethe booking and payment process on the Host’s behalf. 

2. All bookings and payments will be made in accordance with the ‘Parker Agreement’ and ‘Parking Space Host Agreement’ and the Parker acknowledges that all payments made to KarPark are received by KarPark asagent for the Host. 

3. The Parker and the Host acknowledge that payments to the Parker and  the Host will be subject to deductions for charges and fees (i) in relation  to the processing of payments by banks and other merchants such as Stripe and (ii) by, or on behalf of, the party that is the owner or tenant in  respect of the relevant Parking Space (typically being the employer of the person making thepayment). 

3. Cancellation 

1. All bookings are made subject to the cancellation policy as set out on  the Platform (“the Cancellation Policy”) and the Parker and the Host

each agree tocomply with the terms of the Cancellation Policy and  authorize KarPark to administer the Cancellation Policy, if necessary, by making refunds. 

2. The Parker must cancel their booking by logging on to KarPark and processing the  cancellation via the Platform. Notice of cancellation will be deemed to be received at the point the Parkerissues a cancellation request for their booking. KarPark is  not responsible for any transmission failures. 

3. If the Parker fails to cancel the booking using the KarPark 

cancellation procedure the Parker will be liable for the full 

amount of the fees payable to the Host and will not receive any 

refund whatsoever. 

4. In the event that there are exceptional circumstances beyond the reasonable control of the Parker and the Parker accordingly no 

longer requires the Parking Space, the Parker may request an 

exceptional cancellation and may receive a refund other than in 

accordance with the Cancellation Policy. The Parker must inform 

KarPark of the exceptional circumstances before the License 

Period is due to start. The Parker and the Host agree that whether or not a cancellation is due to exceptional circumstances and 

whether a refund is due will be at the sole discretion of KarPark 

who will decide on the amount of the refund (if any) and each 

party agrees that the decision of KarPark will be binding. 

5. The Host agrees to honour all bookings. 

6. If the Host needs to cancel the Parker’s booking due to 

exceptional circumstances beyond the Host’s reasonable control, the Host agrees to inform KarPark. The parties agree that 

KarPark will be instructed to contact the Parker with proposals 

for suitable alternative parking space to be provided by another 

registered KarPark Host. KarPark makes no guarantees or 

warranties that alternative parking can be found and accepts no 

liability arising from the failure of the Host or the Parker to honour the booking or for the costs of alternative parking or other costs 

arising directly or indirectly as a result of the breach of any terms of this Agreement. 

7. The Host agrees that if they need to cancel a Parker’s booking and the circumstances are not exceptional or not beyond the Host’s 

reasonable control the Parker will be entitled to a full refund (if a 

suitable alternative cannot be arranged by KarPark) and the Host

also agrees to discharge  

8. any additional cost which is payable by the Parker for suitable  alternative parking arrangements (up to a maximum of $50 per  day if the Parking Space is in the New Zealand or $75 (USD) per day if the Parking Space is outside New Zealand). 

9. The Parker and the Host agree that whether or not an Host cancellation is due to exceptional circumstances beyond the Host’s reasonable control and whether the Host is responsible for the Parker’s additional costs will be determined at the sole 

discretion of KarPark who will decide on the amount of the 

compensation (if any) and each party agrees that the decision of KarPark will be binding. 

4. End of License Period 

1. The Parker must vacate the Parking Space and cease using the Parking Space by theend of listed availability period. 

2. The exact departure time from the Parking Space will be as notified by the Parkerand accepted by the Host (both via the 

platform). 

Overstays 

1. The Parker will be liable to pay the full price for any additional time stayed. TheParker will be liable to pay: 

a. Up to 2 times the hourly rate for every additional hour stayed  until this rate exceeds the cost of the daily rate. After this point the Parker will be charged at two times the daily rate. Any 

minutes under 1 hour will be charged as 1 hour. 

b. An additional $10 penalty charge 

c. any additional costs incurred by the Host (including any towing  or relocationfees) as a result of the overstay up to a maximum of $250. 

d. The Host agrees to notify KarPark of any overstay via the Platform.

2. The Parker agrees to notify KarPark of any overstay via the Platform. 

3. The Host shall authorize KarPark to collect payment of any such additional feesfrom the Parker on behalf of the Host. 

4. If the Parker overstays by more than 2 hours then the Host reserves the  right toinstruct a third party to remove the Parker’s vehicle(s) from the Parking Space (andthe Parker will be charged for the costs of any such action). 

5. KarPark has full discretion about whether any fees or fines will be applied foroverstays and KarPark’s decision will be final. 

5.Parker Obligations 

1. The Parker has primary responsibility for their own safety and the safety of their vehicle during the License Period. The Host is not responsible for ensuring the safety of the Parker or the vehicle. 

2. Where the Parker is allowing another person to use the Parking  Space pursuant to “KarPark For Business”, the Parker may not  allow any person other than the Parker(s) named in the 

Confirmation Email and shall not allowany vehicle other than  

the vehicle specified in the Confirmation Email to occupy the  

Parking Space at any time during the License Period. This 

agreement is personal to the Parker and the Host and may not 

be transferredto any other person. If anyone other than the  

Parker named in the Confirmation Email attempts to use the  

Parking Space or if anyone attemptsto park a different vehicle 

in the Parking Space during the License Period the Host may 

refuse access to that individual and their vehicle (even if they 

have the authority of the Parker) 

3. The Parker represents, warrants and agrees that they will: 

1. keep the Parking Space clean, tidy and clear of 

rubbish and leavethe Parking Space in the same 

condition as they find it; 

2. park the vehicle in the Parking Space 

without obstructing anyadjoining or nearby 

parking spaces or property;

3. notify the Host or KarPark of any damage to the Parking Spaceduring the License Period as soon as it occurs; 

4. not do or permit to be done on the Parking Space anything whichis or which may be or 

become a nuisance, (whether actionable ornot)  damage, annoyance, inconvenience or  

disturbance to the Host or to the owner or 

occupier of neighbouring property; 

5. not conduct any illegal or immoral activity from the ParkingSpace; 

6. not conduct any business or commercial activity whatsoever fromthe Parking Space; 

7. not use the Parking Space for any purpose other than for parking; maintain insurance on the  

vehicle as required by applicable law; indemnify  and hold harmless the Host against all loss,  

liability, damages, costs and expenses arising 

from the Parker’s negligencein connection with  the Parking Space, except to the extent that 

such loss, liability, damages, costs or expenses are caused by the negligent acts or omissions of the Host; and 

8. act with courtesy towards the Host. 

9. Follow any site specific instructions or rules relating to the ParkingSpace imposed by the  Host from time to time (either on the platform or by written instruction), to the extent that the site specific instructions/rules do not contradict or negate these Termsand Conditions. 

10.The Parker acknowledges that the Parking Space is someone else’s property andagrees not to access any  other part of the property to which the Parking Space is attached.

6. Host Obligations 

1. Although the Parker has primary responsibility for their own safety  and thesafety of their vehicle during the License Period and the Host  is not responsible for ensuring the safety of the Parker or the vehicle the Host willnot deliberately do or omit to do anything which will or is likely to put the Parker’s vehicle or persons at risk. 

2. The Host shall ensure that the Parking Space is properly and fully described inthe KarPark listing under details / Instructions, and in particular if the ParkingSpace is not suitable for certain types of  vehicles or if there are any access restrictions this will be specified. 

3. The Host will ensure that the Parking Space is available for the duration of theLicense Period and will not obstruct the Parker or prevent the  Parker from parking in the Parking Space. The Host will not allow any  person other than the Parker and shall not allow any vehicle other than  the vehicle specified in the Confirmation Email to occupy the Parking  Space at any time during the License Period. 

4. The Host represents, warrants, and agrees that: 

a. the Parking Space listing in on private property over 

which thehost has legal control; 

b. the Parking Space listing is true complete and accurate; c. they will respond promptly to any enquiries via the 

platform that help to direct the Parker to the Parking Space they will ensure thatthe Parking Space may be accessed 

easily by the Parker and is not obstructed at the start of or during the License Period; 

d. they will ensure that the Parking Space is clean, tidy and clear ofrubbish at the start of the License Period; 

e. they will indemnify and hold harmless the Parker against all loss,liability, damages, costs and expenses arising  

from the Host’s negligence in connection with the  

Parking Space, except to the extent that such loss,  

liability, damages, costs or expenses are caused by the  

negligent acts or omissions of the Parker; and 

f. they will act with courtesy towards the Parker and assist 

and cooperate with the Parker in relation to locating the 

Parking Space. 

7. Complaints, Claims and Liability 

1. Each party agrees that if any dispute arises concerning the Parking Space or otherwise during the License Period each party will attempt to resolve such dispute in the first instance by directly communicating with the other. Any agreement reached between the parties may be communicated to KarParkand  KarPark is authorized to collect payments from either party (where possible) to give effect to such agreement. 

2. In the event that a dispute cannot be resolved directly it is agreed that  either party may refer the dispute to KarPark or make a complaint  about the other.Both parties authorize KarPark to deal with the dispute  or complaint as it sees fit and agree to abide by any decisions they  may make in such circumstances, including requiring refunds to be made or compensation to bepaid (up to a maximum of $250 (NZD). 

3. Clauses 7.1 or 7.2 are without prejudice to either party’s rights to bring orsettle any claim against the other. 

4. Neither party will be liable to the other for any lost profits, loss of data,  or costs of procurement of substitute goods or services or for any consequential,special, indirect, or exemplary damages whatsoever  arising out of this agreement, the Parking Space or the License Period however caused and under any theory of liability (including negligence),  even if advised of the possibility of such damages. 

5. The Host’s liability to the Parker for all losses (with the exception of damage toproperty, fraud, or personal injury or death arising as a result  of negligence) will be limited to the cost of obtaining a replacement  Parking Space for the agreed License Period or the amount of the Parking Space fees and charges paid by the Parker plus $500 (NZD). 

6. The Parker’s liability to the Host for all losses (with the exception of damage toproperty, fraud, or personal injury or death arising as a result  of negligence) will be limited to the amount of the Parking Space fees  and charges paid or payable by the Parker plus $500. 

8. General Release 

1. Host and Parker each hereby fully and forever release KarPark and its

partners, employees, attorneys, agents, successors, representatives, shareholders, parent companies, subsidiaries, affiliated companies  and assigns, jointly and severally (collectively, the “KarPark Parties”), and herebyfully and forever discharge and agree to hold the KarPark Parties harmless from and against any and all claims and causes of action, in law or in equity, disputes, suits, debts, liens, rights,  contracts, agreements, acts, promises, liabilities, obligations,  demands, damages, losses, costs, fees (including, without limitation,  those of attorneys) and expenses, of whatsoever kind or nature, whether known or unknown, suspected or unsuspected, which exist, may have existed or which may in the future exist between Host or Parker onthe one hand and the KarPark Parties, or any of them, on the other hand in connection with this agreement. 

2. If you are domiciled in the New Zealand the liability excluded under clause 14.1 excludes situations where fraud, willful concealment or theft shall be shown to have taken place on our part and nothing in this agreement limits orexcludes our liability for death or personal injury  arising as a result of our negligence or the negligence of our  employees, agents or self-employed contractors or for fraud or fraudulent misrepresentation. 

9. General 

1. Each party agrees that they have the power and authority to enter into thisagreement. 

2. Neither party will be entitled to assign or subcontract their  obligations under this Agreement (save for any duties which may be carried out by KarPark as agent for the Host as set out in this Agreement, the Parker Agreement and theParking Space Host Agreement). 

3. Neither party will be liable to the other or be deemed to be in  breach of these terms by reason of any delay in performing,  or any failure to perform, any of their obligations, if the delay  or failure was due to any event of force majeure beyond their reasonable control such as severe weather, subsidence, 

power orother utility cut-o”, burglary, natural disaster, strikes, 

governmental action, terrorism, war or civil unrest. 

4. Save in the case of fraud these terms represent the entire agreement betweenthe parties and supersede any previous  marketing information, representations or agreements 

whether recorded in writing or otherwise. 

5. The parties agree that these terms are fair and reasonable in  all the circumstances. However, if any provision of these terms is held not to be validby a court of competent 

jurisdiction but would be valid if part of the wording were  deleted, then such provision shall apply with such deletions  as may be necessary to make it valid. If any of the provisions in these terms are held not to be valid the remaining  

provisions of these terms shall remain in full force and 

effect. 

6. If the Parking Space is located in the New Zealand, these terms will be interpreted in accordance with the laws of New Zealand. 7. If the Parking Space is located outside the New Zealand,  these terms will be interpreted in accordance with the laws of State in which the Parking Space is located, without regard to  its conflict-of-law provisions and both parties agreeto submit  to the personal jurisdiction of a state court located in the  county in which the Parking Space is located or the closest United States District Court to the Parking Space. 

8. If either party breaches these terms and conditions and the  other party decides to take no action or neglects to do so, then the other party will still beentitled to take action and  enforce their rights and remedies for any other breach.

KarPark Limited – Parker Agreement 

1. These Terms 

1. These terms and conditions apply to all services  

(“Services”) provided or arranged by KarPark (“us”, “we” or “KarPark”) to or for you, the recipient ofthe Services 

(“Parker” or “you”). 

2. These terms and conditions will apply at any time when you use this Platformor Mobile app (“Platform”) and by  

continuing to use the Platform or the Services you accept these terms and conditions (“Terms”) and they will applyto the agreement between you and us (the “Agreement”). 

3. These Terms may be amended from time to time. Any  amendments or new terms and conditions will be available  on our Platform and the terms and conditions on the  

Platform at the time you enter into a booking for a parking space will be the ones that apply. You may terminate this Agreement if you donot wish to be bound by any such  amendments but by continuing to use our Platform or Services you will be deemed to have accepted the new terms. 

4. Please note that these terms apply only to the provision of Services directly byus to you namely the service we offer allowing you to book parking spaces from our registered  parking space Hosts (“Hosts”). These terms do not apply to the use of any parking space (“Parking Space”). The granting of licenses to use Parking Spaces by Hosts is dealt with under the terms of a Parking Space License Agreement with the Host (please see paragraph 6). 

5. This Agreement is with you, the person using the Services  and you will be responsible for ensuring that any person (an “Authorized Person”) you allow to use a Parking Space in respect of which you have been granted a licensecomplies with the terms of this Agreement and the Parking Space License Agreement. You agree that you are responsible for

the conduct of any suchAuthorized Person. 

6. The Parking Space License Agreement and any additional  restrictions included in an Host’s listing are a contract 

between you and the Host. We are not a party to that 

agreement and we will not be liable to you, the Host or any third party for any breach of the Parking Space License  Agreement or otherwise in relation to the Parking Space. We  are not a real estate broker, agent or insurer. We have no  control over the conduct of Parkers or Parking Space Hosts  and disclaim all liability in this regard to the fullest extent permissible by law. 

2. Registration 

1. Registration is not necessary to be able to access the Platform but you will notbe able to book a Parking Space through us if you have not registered and do not have an account with us (“Account”). 

2. To register or make a booking we will require that you  provide us with your name, address, date of birth, car  

registration number, car make, model and color and a valid  email address. We may also require additional information from time to time. Please note that any personal information that you provideto us will be subject to our data privacy  obligations which are set out in our privacy policy (“Privacy  Policy”). The Privacy Policy forms part of this Agreement. 

3. You can also register to join by logging into your account with  certain third- party social networking sites (“SNS”) (including,  but not limited to, Facebook; each such account, a “Third Party Account”), via our Platform. As part of the functionality  of the Platform, and Services, you may link your KarPark Account with Third-Party Accounts, by either: (i) providing  your Third-Party Account login information to KarPark  through the Platform, Services or Application; or (ii) allowing  KarPark to access your Third-Party Account, as permitted  under the applicable terms and conditions that govern your 

use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information  to KarPark and/or grant KarPark access to your Third-Party  Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms andconditions that govern your use of the  applicable Third-Party Account and without obligating KarPark to pay any fees or making KarPark subject to any usage limitations imposed by such third-party service providers. By granting KarPark access to  

4. any Third-Party Accounts, you understand that KarPark will access, make available and store (if applicable) any Content that you haveprovided to and stored in your Third-Party  Account (“SNS Content”) so that itis available on and through  the Platform, via your KarPark Account and KarPark profile  page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be KarPark Member  Content for all purposes of these Terms. Depending on the Third-Party Accounts you choose and subject to the privacy  settings that you have set in such Third-Party Accounts,  personally identifiable information that you post to your Third Party Accounts will be available on and through your KarPark Account on thePlatform. Please note that if a Third-Party  Account or associated service becomes unavailable or  KarPark’s access to such Third-Party Account is terminated  by the third-party service provider, then SNS Content will no longer be available on and through the Platform. You have  the ability to disable the connection between your KarPark  Account and your Third-Party Accounts, at any time, by accessing the “Settings” section of the Platform. 

PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICEPROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNEDSOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE 

PROVIDERS. KarPark makes no effort to review any Content for any purpose, including but not limited to for 

accuracy, legality or non- infringement and KarPark is 

not responsible for any Content. 

5. You will be asked to create a password when registering an  Account. We recommend that you keep your password  

confidential and do not disclose it to any third party. If you  do so reveal your password to a third party and theythen access the Platform or use our Services they will be deemed to be actingas agent for you. We will not be held responsible  for any action taken by anythird party to whom you have  disclosed your password. If you believe a thirdparty has 

become aware of your password and is using your Account without authorization from you, please notify us immediately  and we will suspend or close the Account at our discretion. 

6. You must supply a valid email address when registering so that we can emailbooking confirmations and other  

information relating to your use of our Services. We will not  be held responsible if you fail to provide a valid email 

address and you do not receive a booking confirmation or  other informationfrom us that you might be expecting. If  you become aware that you have supplied an invalid email  address, please contact us immediately to correctthe 

information we hold about you. 

7. We may suspend or close your account at any time if you are in breach of anyterm of this Agreement or any term of a 

Parking Space License Agreement. If we suspend or close your Account you will not be able to use our Services any 

longer and may not be able to access all areas of the 

Platform. 

3. Enquiries, Bookings and Payment 

1. General 

a. If you wish to use a Parking Space advertised on the 

Platform you will be able to commence your parking 

session for that park for upto ½ an hour before you arrive.  Should you choose to reserve a park in this manner via  

the Platform, You are governed by these terms and 

conditions and the Parking Space Licence Agreement, irrespective of if you had physically arrived at the Parking  Space and commenced parking. 

b. Please note that the agreement relating to the use of the  ParkingSpace is between you and the Host and will be  governed by the Parking Space License Agreement, a copy of which is available here. You should read the Parking  

Space License Agreement carefully. We act as the Host’s  agent for the purposes of forming binding agreements  between you and the Host but have no liability to you in relation to the Parking Space or the license otherthan as set out in this agreement. We are not a real estate broker, agent or insurer. We have no control over the conduct of  Parkersor Parking Space Hosts and disclaim all liability in  this regard to the fullest extent permissible by law. 

2. Instant Bookings and Future Bookings 

a. If a Parking Space can be booked through Instant 

Bookings you will be able to see its availability against  its listing. Future bookings may be made available from  time to time via the Platform. If future dates and times you require are available youmay select the required 

dates and times. If you have not already 

b. registered with us, you will be asked to do so at this point. 

c. Once you have selected the required dates and times we  will request Account details form you. We will also ask you to confirmthat you accept the terms of the Parking  Space License Agreement. 

d. Once we have your Account details and you have  accepted the terms of the Parking Space License  

Agreement your booking willbe confirmed and you will have entered a binding agreement withthe Host for the use  of their Parking Space. We will send you a booking via the

Platform. 

3. Payment in Full 

a. For short and medium-term use when we request 

payment fromyou we will generally request the full  

amount due in respect of your Parking Session, 

irrespective of the details provided at timeof Booking. 

b. For use on a monthly basis, you will be required to make  a monthly payment in the amount (the “Monthly Payment Amount”) and at the times set out on the Platform at the  time youenter into a booking for a parking space. The  

Host may increase the Monthly Payment Amount from  

time to time by notifying you and KarPark. In the event that you do not accept such increase tothe Monthly Payment  Amount, you may cancel your Booking on one month’s  notice and otherwise in accordance with the Cancellation Policy. 

4.Parking Spaces 

a. You agree that the Platform is a platform for advertising  Parking Spaces owned or controlled by Hosts and we have  no responsibility for the Parking Space other than to provide the Services under this Agreement which includes 

administering and confirming Bookings and collecting  

payment on behalf of the Host. 

b. Whilst we endeavor to ensure the Parking Spaces advertised on the Platform are of a satisfactory quality we offer no  

warranty as to a Parking Space’s suitability for your  

requirements. Similarly, we will have relied on the Host for details about a Parking Space given on the Platform and  whilst we use reasonable efforts to verify the accuracy of  

such information we offer no warranty in relation to these details.

5. Hosts Responsibility 

a. We are not responsible for the location or condition of a  Parking Space, its availability or the conduct of the Host  

during the License Period. We act as agent for the Host and by making a Booking you are entering an agreement with the Host under which the Host is bound to provide you with the ParkingSpace, subject always to the Parking Space License 

Agreement. 

b. Unless stated otherwise in these Terms, once we have 

confirmed your Bookingwe have no further obligation to you  in relation to the Parking Space, your License Period or your Booking and all responsibility lies with the Host. 

c. We make great efforts to ensure that our Hosts offer a  good service and provide their Parking Space in 

accordance with your expectations but we accept no 

responsibility and will have no liability to you if the 

Parking Space orthe services of the Host generally do  

not meet your requirements or you find them  

unsatisfactory in any way. Your right of action or claim  

in such circumstances will be against the Host but we 

may assist (at our discretion) in seeking to resolve a  

dispute between you and the Host in accordance with 

clause 7. 

6. The License 

1. You must only use the Parking Space at the times agreed 

1.

under the Parking Space Licence Agreement. If you use the 

Parking Space at any earlier or latertime you may be liable to  the Host under the Parking Space License Agreement and  your vehicle may be towed. The Parking Space License 

Agreement contains fixed costs which are payable by you in the event of an overstay. 

2. You must use the vehicle the details of which have been notified to us. If you use a different vehicle you may be  

unable to park. If you wish to change the vehicle you are 

parking, you may amend your vehicle details via the Platform. During your License Period, if you have any concerns or  

queries about the Parking Space you must contact the  

Host via the Platform or (in certain circumstances) using the details we provide. 

3. Upon arrival at the Parking Space at the start of your  License Period, you should inspect the Parking Space and  ensure you are satisfied that it meetsthe description on the  Platform. If you are not so satisfied you must contact the 

Host immediately via the Platform. Where possible, any 

dispute betweenyou and the Host relating to the Parking  Space should be dealt with at the start of the License  

Period and without our involvement so that you may still 

fulfill your Booking. Where this does not prove possible, you  agree that KarPark may mediate (at its discretion) and in 

such circumstances clause 7 will apply. 

7. Complaints and Disputes 

1. You agree that if you have any dispute with an Host 

concerning them or theirParking Space during the License Period you will attempt to resolve it in the first instance by directly communicating with the Host. 

2. In the event that a dispute cannot be resolved with the Host directly, you mayrefer the dispute to us or make a complaint.  Similarly, an Host may refer a dispute to us. We will seek to resolve the dispute and we may require that youmake a  

further payment to the Host or we may require that the Host  refund payments it has received in relation to the relevant 

booking to you. 

3. In the event that we determine that an Host should make a  refund or other payment to you and if we are holding funds  on behalf of the Host we may make the refund on the Host’s 

behalf (but we are not under an obligation to do so). You 

must raise any dispute with us as soon as possible. If the Host hascollected payment directly or if we have passed on your  payment to an Hostthen you are responsible for recovery 

from the Host. 

4. In the event that we determine that you should pay an  additional amount to a Host if there is an overstay) then you authorize us to deduct paymentfrom the debit or credit card details you have supplied (up to a maximum of 

5. $500 per claim or dispute. 

8. Cancellation and Termination 

1. You agree to abide by the cancellation policy included in the Parking SpaceLicense Agreement (“Cancellation Policy”). 

2. Furthermore, you agree that if a Host wishes to cancel a Booking they may doso through us and our Platform. If we are required  to process a cancellation,we will do in accordance with the Cancellation Policy. 

9.Your Obligations 

1. You must: 

a. agree to observe and act in accordance with each Parking SpaceLicense Agreement; 

b. not use the Parking Space or deal with the Host in any way whichcould be deemed to be harmful to the  

business or reputation of KarPark or do anything which  

might adversely affect our relationship with a Host; 

c. not attempt to contact a Host directly other than as  

directed inthese Terms and Conditions or via the 

Platform; 

d. not attempt to book or use any Parking Space 

advertised on ourPlatform other than in accordance with  these Terms and conditions or with our consent;

e. provide us with accurate information and ensure that all  details that we hold about you (including your email 

address) are up todate and valid; 

f. not use the Platform in any way which may detrimentally  affect the reputation of KarPark other use and  

enjoyment of the Platform or our Services by any other  

users or third parties; maintain insurance on the vehicle 

as required by applicable law;and 

g. where applicable, only provide us with credit or debit card  detailsfor which you are the sole account holder, or which  you are authorized to do so by the card issuer. 

2. You agree that you will not create any false account with KarPark or use your account for any immoral or illegal activity or purpose including  (without limit) malicious or fraudulent bookings or money laundering. 

3. You warrant that: 

a. you have the power and authority to enter into this  Agreementand any agreement with an Host for the use of 

a Parking Space;and 

b. you have a valid driving license, vehicle 

registration and insurance; 

10. Termination and Suspension 

1. We may suspend your Account at any time should you be in  breach of this Agreement. Furthermore, if you have not  

registered with us we may suspendyour access to the 

Platform or the Services if we believe you to be in breach of this Agreement. 

2. If we suspend your Account or access to the Platform for any reason, we may refuse to provide you with any Services 

including the right to make any furtherBookings. If you  

attempt to circumvent this clause by attempting to create a new account, we reserve the right to terminate this 

Agreement and any existing Account you may have. 

3. We may terminate this Agreement and your 

Account at any time if: 

a. you are in breach of any term of this 

Agreement; 

b. we suspect that you are about to 

commit a breach of thisAgreement; 

c. you become or we suspect that you are 

about to becomeinsolvent. 

4. Upon termination you will no longer be able to use our  Services or make Bookings through us. If when we  

terminate this agreement you have any outstanding 

Bookings for which you have made pre-payment we may refundyou accordingly. Any such refund is at our absolute discretion. 

5. In the event of termination the terms of this Agreement will  continue in full force, so far as such terms relate to existing Bookings or the consequences ofany previous Booking  (including terms relating to fees, disclaimers, liability and damage). 

11. Insurance 

1. We may in the future provide or arrange to provide  

insurance in respect of your use of a Parking Space. Other  than any such insurance that we may provide or arrange to provide, you will be entirely responsible for any and all 

insurance that you may require for the purposes of using a Parking Space. 

2. You will need to maintain insurance on your vehicle, with a minimum level ofthird party liability cover of $2,000,000.

12. Non-solicitation 

You shall not attempt to solicit or perform services for or induce or attempt toinduce, any customer, supplier, licensee or business  relation of KarPark or any Parker or other Host through any  communication including written and oral communication made by  yourself or a third party to transact outside of the Platform. 

13. Disclaimers 

1. If you choose to use the Platform and Services, you do so at your sole risk. Youacknowledge and agree that KarPark does not have an obligation to conduct background checks on any  Parking Space Host. The Platform and Services are provided “as is”, without warranty of any kind, either express or implied. Without limiting the foregoing, KarPark explicitly disclaims  any warranties ofmerchantability, fitness for a particular  

purpose, quiet enjoyment or non- infringement, and any  

warranties arising out of course of dealing or usage of trade.  KarPark makes no warranty that the Platform or Services will  meet your requirements or be available on an uninterrupted,  secure, or error-free basis. KarPark makes no warranty 

regarding the quality of the Services or theaccuracy,  

timeliness, truthfulness, completeness or reliability of any  content obtained through the Platform or Services. 

2. No advice or information, whether oral or written, obtained  from KarPark or through the Platform or Services will create any warranty not expressly madeherein. 

3. You are solely responsible for all of your communications  and interactions with other users of the Platform or Services  and with other persons with whom you communicate or  

interact as a result of your use of the Platform or Services,  including, but not limited to, any Parking Space Hosts. You understand that KarPark does not make any attempt to verify the statementsof users of the Platform or Services or to review or visit any Parking Spaces. 

KarPark makes no representations or warranties as to the

conduct of users of the Platform or Services or their  compatibility with any current or future usersof the Platform, or Services. You agree to take reasonable precautions in all 

communications and interactions with other users of the 

Platform or Servicesand with other persons with whom you communicate or interact as a result ofyour use of the  

Platform or Services, including, but not limited to, Parking Space Hosts, particularly if you decide to meet in person. 

14. Your liability and indemnity 

You agree to defend, indemnify and hold harmless KarPark, its  affiliates, andtheir respective officers, directors, managers,  employees and agents (“KarPark Indemnitees”) from and against any  and all claims, damages, obligations, losses, liabilities, costs, and expenses (including but not limited toattorney’s and accountant’s  fees) arising from: (i) your actions or omissions inrelation to the  Services, the Platform, the Parking Space or the Booking; (ii) your  violation of any term of this Agreement; (iii) your violation of any  third- party right, including without limitation any copyright,  property, publicity orprivacy right; (iv) any claim that any content  uploaded by you to the Platform caused damage to a third party; (v)  your violation of any law; or (vi) your breach of the Parking Space  License Agreement. This defense and indemnification obligation will  survive this Agreement and your use of the Platform. You hereby  agree to waive the application of any law that may limit the efficacy of the foregoing agreement to defend and indemnify KarPark Indemnitees. The address of the parking space will always be  provided and you will be liable for a fee of $30 if you park at the  incorrect property as a result of your own negligence. 

15. Limitation of liability 

1. KarPark will not be liable for any lost profits, loss of data, or  costs of procurement of substitute goods or services or for 

any claim or demand against you by any other party. In no  event will KarPark be liable for any consequential, special,  indirect, or exemplary damages whatsoever arising out of (i)  errors, mistakes, or inaccuracies of the Platform or Services,  (ii) personal injury or property damage, of any nature  whatsoever, resulting from your access to and use of the Platform or Services or any booking with an Hostto the fullest extent permissible by law, (iii) any unauthorized access to or use of our secure servers and/or any and all personal,  institutional, technical or other information stored therein, (iv)  any interruption or cessation of transmission to or from the  Platform, (v) any bugs, viruses, Trojan horses, or the like,  which may be transmitted to or through the Platform by any  third party, or for any loss or damage of any kind incurred as a result of your use of the Platform or Services, however caused and under any theory of liability (including negligence), even if advised of the possibility of such damages. Youacknowledge  that the amounts payable under this Agreement are based in part on these limitations, and You further agree that these  limitations will apply notwithstanding any failure of essential  purpose of any limited remedy.The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. 

2. For the avoidance of doubt, the liability excluded under  clause 14.1 includes any loss arising from your dealings with  any Host or arising from the Parking Space and we shall have no liability to you whatsoever for any act or omissionof the Host in connection with the Parking Space or your Booking. 

3. If you are domiciled in the UK the liability excluded under 

clause 14.1 excludessituations where fraud, willful concealment or the! shall be shown to have taken place on  our part and nothing in this agreement limits or excludes our liability for death or personal injury arising as a result of our  negligence or thenegligence of our employees, agents or self employed contractors or for fraud or fraudulent 

misrepresentation.

4. Our liability to you for all losses under this Agreement (subject to any liabilityin accordance with clause 14.5 below)  is limited to the total amount paid by you to us (as agent for the Host) under this Agreement. 

5. No claim may be brought against us in relation to this 

Agreement more than12 months following the Booking to which the claim relates. 

6. You agree that the above exclusions of liability are  

reasonable in all the circumstances, especially in light of the fact that our Services include only theprovision of the  

Platform and Services and responsibility for the Parking 

Space and fulfillment of a Booking lies solely with the Host  for whom we act only as an agent in a limited capacity. 

16. Electric vehicle charging 

1. We may promote or make visible via the Platform, 

Parking Spaces withadditional services such as Electric 

Vehicle Charging. 

2. Where electric vehicle charging is available, you may only use this servicewhen granted consent to do so via the Platform. 3. You must follow all user instructions in relation to the use of a Charge Point. Itis your responsibility to ensure that the  

charging of your Vehicle using a Charge Point is carried out  safely so as to avoid injury to any person or damage to  

property. In particular, this includes but is not limited to  

ensuring that you take all reasonable 

care when charging your Vehicle and that: 

a. you have all necessary connector cables to 

enable your Vehicle tobe charged at a Charge 

Point; 

b. the connector cable must be safely plugged into 

your Vehicle andthe positioning of the connector  

cable must not create a tripping hazard to any 

person;

c. The connector cable must not be unplugged  

from the Vehicle before the plug is removed from 

the Charge Point; and the Vehiclemust not be  

driven with the connector cable still attached to  

the Charge Point. 

4. We are unable to guarantee that any Charge Point will be fully operational asthese factors are outside of our control  and depend on the actions of third parties, including the  Host. If you do experience any problems accessing orusing any Charge Points, please contact us. 

5. You will be responsible for any damage caused to a Charge  Point, any other property or for any injury to any person due to a breach of these Terms by youor your Authorized Person, or  for your or your Authorized Person’s misuse ornegligence or  failure to comply with any user instructions or guidance in relation to a Charge Point and/or your Vehicle. You must notify us immediatelyof any damage caused to a Charge Point. 

6. Please be aware that the Host is responsible for the Charge  Point (includingfor the supply of electricity to such Charge  Point) and we have no responsibility or liability to you in 

respect of such Charge Point. If you or yourAuthorized  

Person suffer any damage, loss or injury whilst using a  

Charge Point, you must notify us immediately. 

17. General 

1. Each of the parties warrants its power to enter into the Agreement and hasobtained all necessary approvals to do so. 

2. By entering into this Agreement you also agree to our Privacy Policy which isavailable on our Platform. 

3. Any notice to be served on either of the parties by the other shall be sent by pre-paid recorded delivery, registered post, fax or email to the address of therelevant party shown on at the start of this Agreement or such other physicalor electronic address as may be notified by one party to the other. 

4. No term of this Agreement will be enforceable by any person that is 

not a party to it including (if you are domiciled in the UK) any  enforcement throughthe Contract (Rights of Third Parties) Act 1999. 5. We will be entitled to assign or sub-contract our obligations under thisAgreement. 

6. Both parties shall be released from their respective obligations in the event ofnational emergency, war, prohibitive governmental regulation or if any other cause beyond the reasonable control of the parties or either of them rendersthe performance of the Agreement impossible. 

7. Each party acknowledges that the Agreement, including the Privacy  Policy, contains the whole agreement between the parties and that it  has not relied upon any oral or written representations made to it by the  other or its employees or agents and has made its own independent  investigations into all matters relevant to it. In particular, it is agreed  that any terms and conditions or other contractual documentation  maintained by you or you affiliates or which you purport to apply to the subject matter of the Agreementwill not apply. 

8. You agree that these terms are fair and reasonable in all the  circumstances. However, if any provision of this Agreement is prohibited by law or judged by acourt to be unlawful, void or unenforceable, the  provision shall, to the extent required, be severed from this Agreement  and rendered ineffective as far as possible without modifying the  remaining provisions of this Agreement, and shall not in any way affect any other circumstances of or the validity or enforcement of this Agreement. 

9. No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of this Agreement shall either beor be deemed to be a waiver or in any way prejudice any right  of that party under this Agreement. No right, power or remedy in this Agreement conferredupon or reserved for either party is exclusive of  any other right, power or remedy available to that party. 

10.Headings contained in this Agreement are for reference purposes only  and should not be incorporated into this Agreement and shall not be deemed to beany indication of the meaning of the clauses to which they relate.

18. Governing Law and Jurisdiction 

You are contracting with KPark Ltd (trading as KarPark) and this Agreement shall in all respects be governed by the laws of New  Zealand and shall be deemed to have been made in New Zealand  and operate under the sole jurisdiction of New Zealand Courts. Both  parties acknowledge and agreethat the U.N. Convention on Contracts for the International Sale of Goods shallnot apply to this  Agreement, the Platform or the Services. You acknowledge that  KarPark’s rights and your obligations to KarPark are of a unique and irreplaceable nature, the loss of which shall irreparably harm KarPark  and which cannot be replaced by monetary damages alone so that  KarPark shallbe entitled to injunctive or other equitable relief  (without the obligation of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitablerelief and agree to limit your claims to claims for money damages (if any). 

19. Dispute Resolution 

1. Regardless of where you are domiciled any claims brought against KarParkmust be filed in a New Zealand court. Any  arbitration, mediation or other conciliatory process must  

be initiated and carried out in New Zealand. Youagree to 

submit to the exclusive jurisdiction of the courts of New 

Zealand. 

2. Notwithstanding the parties’ decision to resolve any and all  disputes arising under this Agreement through arbitration,  KarPark may bring an action to protect its intellectual 

property rights or to seek to obtain injunctive relief or other equitable relief from a court to enforce the provisions of this Agreementor to enforce the decision of the arbitrator. 

3. The arbitrator shall apply the substantive laws in 

accordance with clause 16(Governing Law and  

Jurisdiction), shall issue a written decision, and shall have the power to award any legal remedies consistent with this

Agreement except for punitive, exemplary or special 

damages. 

4. The parties will split the arbitrator’s fee. 

5. Disputes will be resolved only on an individual basis and  will not be consolidated with any other claims, suits or 

other proceedings that involveany claim or controversy of any other party. 

6. You agree that the provisions in this clause will survive any termination of thisAgreement. 

KarPark Limited – Host Agreement 

1. These Terms 

1. These terms and conditions apply to all services (“Services”)  provided or arranged by us, KarPark (“us”, “we” or  

“KarPark”) to or for you, the Host oroperator of one or more parking spaces (each a “Parking Space”) and recipientof the Services (“you” or the “Host”). 

2. Please note that these terms apply only to the provision of Services directly byus to you. These terms do not apply to  the use by third parties of the Parking Space itself. The licensing of your Parking Space is dealt with under the terms of your Parking Space License Agreement with such third party Parkers (“Parkers”). 

3. We may amend these terms from time to time. Any 

amendments or new termsand conditions will be provided to  you. You may terminate this Agreement if you do not wish to  be bound by any such amendments but by continuing to use  our website or Services you will be deemed to have accepted  

the new terms.

2. Services and Listings 

1.

1. We may advertise your Parking Space on our website 

www.karpark.co.nz and mobile applications and software 

(“Platform”) and provide information to Parkers and 

prospective Parkers who may wish to use the Parking Space 

2. You will be required to complete your own listing for the  2. 

Platform. In your listing you agree to provide all relevant 

information about the Parking Space including: 

a. the address of the Parking Space; clear 

photo(s) of the parking space; 

b. clear instructions so any Parker knows they 

can park in your space- especially if it is 

signed as 24 hour tow away. 

c. the availability you would like for the 

park(s) 

d. any restrictions on the types of vehicles for 

which the ParkingSpace is suitable; 

e. any other information or restrictions which 

apply to the ParkingSpace which a Parker  

should be aware of before booking the 

Parking Space; 

f. You are also required to provide us  

separately with information before we will 

list the Parking Space including your name, 

addressand telephone number – we need 

this information to be able to act as your 

agent if a vehicle needs to be towed. 

3. You must provide us with any other information relating to you or the ParkingSpace as we may reasonably request at any time and we may also ask you to clarify any information you have provided. 

4. You are responsible for the accuracy of all information in your listing and any information you provide to us in relation to a  booking. You may be liable to the Parker under the Parking 

Space License Agreement if the information youprovide is inaccurate, incomplete or misleading in any way. Your 

liability mayinclude any reasonable losses incurred by the  Parker as a result of such inaccurate, incomplete or  

misleading information provided by you and you may be  ordered to pay reasonable damages on the basis of 

misrepresentation, breach of contract or otherwise. 

5. We reserve the right to conduct a physical inspection of the  Parking Space atany time and may remove your listing if the  Parking Space does not conform to the information you have provided or our standards or we believe you to bein breach of your obligations under clause 8 (Your obligations). 

6. In addition to advertising the Parking Space, we will be  entitled to send promotional emails to Parkers and  

provide such information about your Parking Space as 

we may deem appropriate to promote KarPark or your 

Parking Space. 

7. Where promotional offers and incentives (such as parking vouchers or parkingcredits) are provided by KarPark for the purpose of growing demand for you parking space(s), you agree to providing you space(s) at you own cost for the 

purpose of honoring these offers and incentives, and KarPark  shall not be liable to you for any cost incurred in providing the spaces. 

3. Appointment as Agent 

1. You appoint us as your agent for the purposes of forming binding agreements between you and the Parker to whom  you agree to grant a license to use theParking Space. You also appoint us to collect all or part of your license charges from the Parker. 

2. At the time we confirm the booking of the Parking Space and receive paymentfrom the Parker (see clause 4 below), a

binding agreement will be formed (the”Parking Space License  Agreement”) between you and the Parker. The agreement will  be on standard terms set out here and will only include any 

additional restrictions relating to your Parking Space if listed  by you in accordance with clause 2.2. 

3. You may not incorporate any additional terms into the Parking Space License Agreement other than the restrictions clearly  included in your listing. You agree not to propose to the  

Parker any additional terms or amendments to the Parking 

Space License Agreement after a booking has been made 

without our consent. The Parker is not obliged to accept  

any further terms once we have accepted a booking on your behalf. 

4. The Parking Space License Agreement and any additional  restrictions included in your listing are a contract between 

you and the Parker. We are nota party to that agreement and  we will not be liable to you, the Parker or any third party for  any breach of the Parking Space License Agreement or 

otherwise in relation to the Parking Space or its use by 

Parkers. We are not a real estate broker, agent or insurer. We  have no control over the conduct of Parkers or Parking 

Space Hosts and disclaim all liability in this regard. 

5. You authorise KarPark to act as your agent for enforcing parking terms and conditions, including arranging towing where appropriate and chargingadministration and overstay fees. 

4. Bookings, payment and our charges 

1. The Platform allows you to nominate the times of day and days of week that the Parking Space is available. 

2. If the availability changes at any time you must notify us as  soon as practicable. Based on the availability information you  have provided to us we will tailor the Website listing for your  Parking Space. If you have not informed us that your Parking Space is unavailable for a particular date or time then youmay  be liable to pay the reasonable costs of alternative  

arrangements for a Parker who makes a booking for such

date and time. It is your responsibility toensure that you  

inform us of any dates your Parking Space will not be 

available for booking. 

3. By Listing the availability times, you agree that we will  manage the entire booking process and you authorize us to  accept a booking for an available date and issue a Parking Space License Agreement without further referenceto you.  We will take payment from the Parker on your behalf at the  time of booking as set out below. 

4. Payment 

Once we have provisionally accepted a booking on your behalf wewill request and issue a Parking Space License Agreement. Once we have  received the necessary confirmations from the Parker a booking will be deemed to have been accepted and you will have entered a binding  agreement with the Parker to allow the Parker to occupy the Parking Space subject to the Parking Space License Agreement. We will confirm  a booking to you as soon as practicable via the Platform. 

5. KarPark Payments 

a. Our standard policy is to collect the full  

amount owed by the Parker for the Parking 

Space at the time they end their parking 

session. 

b. You authorize us to accept and hold such 

payments on yourbehalf. 

c. We will accumulate and forward all monies 

we have received on your behalf, less our  

fees, to your nominated bank account on a 

monthly basis, and no later than 30 days 

following the end of themonth in which the 

licence fees were accrued. 

d. You are responsible for obtaining your own 

taxation advice and paying all applicable  

sales taxes, value added taxes, incomes 

taxes, goods and services taxes and other 

similar municipal, state and federal indirect  

taxes or other withholding and personal or 

corporate incomes taxes (“Taxes”) under  

this agreement in a timely manner. If your 

payment method fails we may collect fees owed using other collection mechanisms and we reserve the rightto charge you for  all additional fees and expenses we may  incur (including legal fees and costs) in  attempting to collect fees through  

commencing collection efforts, using the  services of an external debt collection agency or issuing legal proceedings. Such fees and expenses will include an 

additional administration charge of $100  plus applicable taxes and expenses if you  are domiciled outside New Zealand. Once payment has been receivedwe will send  

you the Confirmation Email which will  include the License Period (which may be  changed by agreement or termination as  set out below) and a contact telephone  number forthe Parker. 

e. If you are domiciled in the USA IRS regulations regarding federal tax reporting  requirements stipulate that KarPark must  collect IRS Form W-9 from all property  owners in the United States. Youagree that you will provide IRS Form W-9 within 7 days if requiredby KarPark. You  

understand and agree that you are solely responsible for determining your  

applicable Tax reporting requirements in  consultation with your tax advisors.  KarPark cannot and does not offer Tax related advice to any Parkers or Parking Space Hosts. 

f. You agree that we may issue you with invoices and receipts inelectronic format by email.

g. If you are a New Zealand resident you  must provide us with the following 

information before we will pay you: Your 

GST number (ifyou are GST registered) your  name or business name, and address. 

h. If you are a New Zealand resident and GST registered you will beissued with an IRD 

approved Buyer Created Tax invoice from 

KarPark at the time of each payment to 

you. 

i. If you are a New Zealand resident and not GST registered you willbe paid the amount collected by KarPark, less GST and less our fee. 

6. KarPark Fees 

a. KarPark reserves the right to adjust our fees. If we do so we will notify you via the platform and your continued use of the 

KarParkplatform will be an acceptance of 

those fee changes. 

b. Our fees are determined at the time of listing and are as disclosedby us to the  

host at commencement of the listing. In  

the event nofee is disclosed by us, then a  default fee shall be applied of 20%payable to KarPark for use of the platform. 

c. Our fees exclude any bank charges whether for either the parker’s credit or debitcard  payments and we may deduct these fees  before making payment to you, the host. 

d. KarPark fees are calculated as a 

percentage of the total paid bythe parker to  the host and are deducted by KarPark  

prior to payment being made to the Host.

7. Chargebacks 

a. You agree that we may issue you with 

invoices and receipts inelectronic format by email. 

b. From time to time we may collect payment on your behalf from aParker which we  

either have to repay to a Parker’s credit  

card provider or which is deducted from a  

retention we have with our credit card  

processors (a “Chargeback”). If we are  

subject to a Chargeback in respect of a  

booking of your Parking Space you agree 

that: 

c. we will not be under any obligation to  

make payment to you of any amount 

which is the subject of a Chargeback and 

any claimyou have for non-payment of 

Parking Space License Fees will beagainst  

the Parker (and we will not be obliged to  

pursue such claim); and 

d. if we are subject to a Chargeback after we have already made payment to you then  

you agree that you will repay to us an 

amount equivalent to the Chargeback (less 

our fees). 

e. In the event of a Chargeback in relation to an  amount we have already paid to you we  

reserve the right to deduct an amount equal to the Chargeback from any credit or debit card details youhave supplied or from payments 

received from Parkers for futurebookings until we have been reimbursed in full and may use any credit or debit card details you have 

provided for such purposes.

8. Price adjustments 

You may modify from time to time the Monthly 

Payment Amount(as defined in the Parker  

Agreement) In respect of monthly subscription 

arrangements by notifying the Parker and us. 

5. Cancellation and Termination 

1. You agree to abide by the cancellation policy as stated on our website (the”Cancellation Policy”) which may be 

updated from time to time. 

2. Furthermore, you agree that if a Parker wishes to cancel a booking they maydo so through us and our Platform and  we will act as your agent in dealing with any cancellation. If we are required to process a cancellation we will doso in accordance with the Cancellation Policy. 

3. If we have received any payments in respect of a booking before a License Period begins and such booking is  

subsequently cancelled by you or the Parker you authorize  us to refund the Parker from any payments we are holding on your behalf. Where you have received payments directly you arerequired to refund the Parker in accordance with the Cancellation Policy. 

4. We reserve the right to cancel your account and terminate  this agreement if you do not refund a Parker within the timeframes specified in the CancellationPolicy. We may also  collect payment from the debit or credit card details you have  supplied and use these to discharge your liability to a Parker  for a cancelled booking. 

5. For long term bookings you agree to abide by the termination  policy includedin the Parking Space License Agreement. In  the event of termination of a booking it is a breach of clause  8 (Your obligations) to grant the Parker a license to use the Parking Space within a period of 12 months from the date of termination.

6. Parking Space 

1. Before any License Period you must ensure that the Parking Space is in asatisfactory condition and is able to meet the requirements of the Parkerunder the booking. 

2. You represent and warrant that you own the Parking Space  or that you are authorised to allow third parties to use the  Parking Space and, where necessary, you have permission  from your landlord, tenant or condominium association (or  other persons who control any condominium of which the Parking Space is a part) to do so. If you are in any doubt you should check theterms of your lease (or sublease), freehold  title, mortgage, deed of trust, condominium documents or  any other documents of record to ensure that you are able  to grant a license to use your Parking Space in the manner envisaged by this agreement and/or your agreement with Parkers. 

3. We will not be liable to you, the Parker or any other third  party (such as a landlord, tenant, condominium association (or any other persons who controlany condominium of which  the Parking Space is a part) or management company) if you do not have the necessary authority referred to in clause 6.2 and you agree to indemnify and hold harmless KarPark for any loss we maysuffer as a result of your breach of the 

representation and warranty above. 

7. Approvals 

1. You represent and warrant that you have all necessary  regulatory and planning approvals to grant a license to use  the Parking Space and that thelicense to use the Parking  Space will comply with all applicable laws, Tax 

requirements and rules and regulations that may apply to the Parking Space,including but not limited to zoning laws and  laws governing rental of or licenses to use residential and other properties.

2. You agree to notify us immediately upon receiving any notice, correspondenceor contact in any other form from any  governmental authority, landlord or condominium association (or other persons who control any condominium of which the  Parking Space is a part) in connection with the use of your  ParkingSpace for purposes envisaged by this Agreement and/or your agreement with the Parker; and upon request, you agree to provide copies thereof to us. 

Following such notice from you we reserve the right 

to terminate thisagreement and remove the Parking 

Space from the Website. 

3. You agree that we shall not be liable to you in any way whatsoever if you sufferany loss as a result of any 

governmental authority or any other relevant publicauthority  bringing proceedings against you or taking any other action  against you as a result of listing the Parking Space on the Website. If you do not have the necessary approvals referred to in clause 7.2, you agree to indemnify and hold harmless KarPark for any loss we may suffer as a result of your breach ofthe representation and warranty. 

8. Your Obligations 

1. You must: 

a. honour all bookings with Parkers; 

b. provide your Parking Space in accordance 

with the details andinformation set out in your 

listing; 

c. ensure that all information about you and your 

Parking Space thatyou provide to us for  

inclusion on the Platform is true and accurate in  

all respects and could not in way be construed  

as misleading to a Parker; 

d. deal with all Parkers in a professional and

courteous manner andin such a way as to not  

cause any harm or damage to our reputation; 

e. deal with all queries from Parkers relating to a 

Parking Space or booking in a prompt and 

satisfactory manner; 

f. comply with all applicable laws, Tax  

requirements and rules and regulations that 

may apply to the Parking Space, including but 

notlimited to zoning laws and laws governing  

rental of or licenses to use residential and other 

properties; 

g. subject to clause 10, use your best endeavors  

to settle any disputes that may arise during a 

Parker’s License Period includingtaking such  

action as is necessary to bring the dispute to a 

satisfactory conclusion as soon as practicable  

so that the Parkermay still fulfil his booking. 

2. You agree that you will not create any false account with KarPark or use youraccount with KarPark for any immoral or illegal activity or purpose  including(without limit) malicious or fraudulent bookings or money laundering. 

3. You agree to use KarPark as your exclusive agent for the purposes of making and accepting bookings from Introduced Parkers. For the  purposes of this clause an “Introduced Parker’ means any person who a) has made a booking of your Parking Space through KarPark; or b) has  made an enquiry about your Parking Space through KarPark (whether or not such person completeda booking); or c) has become aware of you or your address or the address or location of your Parking Space directly  or indirectly as a result of your listing with KarPark; or d) has made you  aware of their need for parking through KarPark whether or not in any of the above scenarios such person completesa booking with you or a  third party (“Introduced Host’). In the event of a booking between an Introduced Parker and an Introduced Host such of theseterms and  conditions as relate to fees payable to KarPark will apply to the Introduced Host. 

4. In the event that you arrange any booking or rental of or grant a license to useyour Parking Space with an Introduced Parker (or any other  person who is responsible for or entitled to drive the same car as an  Introduced Parker) within a period of 12 months from the end of any Introduced Parker’s License Period (if the Introduced Parker makes a  booking) or the date on which we introduced the Introduced Parker to  you or the Introduced Parker became aware of you or your Parking  Space through KarPark, then you will be liableto us for the fees we 

would have received had such a booking been made inaccordance with  the terms of this agreement. You will also be liable for the costs we  incur in enforcing this clause 8.5 and we reserve the right to deduct such fees and costs using the debit or credit card details you have supplied tous or by reducing your KarPark balance accordingly. 

5. We reserve the right to inspect the Parking Space at any time to verify any feesdue in accordance with clause 8.2. 

9. Debit or Credit Card details 

In order to register an account you may be required to provide us  with creditor debit card details to enable us to make payments to  you. We are also authorized to use these details to deduct any payments you may owe to us or(in exceptional circumstances) to a Parker. Certain functionality and features may be available only to those who have provided debit or credit card detailsto us or through  your KarPark account which is typically required for the withdrawal of sums earned over the License Period. 

10. Complaints and Disputes 

1. You agree that if you have any dispute with a Parker 

concerning your Parking Space or any use of the 

Parking Space you will attempt to resolve it in the first 

instance by directly communicating with the Parker via 

the Platform. 

2. In the event that a dispute cannot be resolved with the  

Parker directly you may refer the dispute to us or make 

a complaint. You authorize us to deal withthe dispute or 

complaint as we see fit and you agree to abide by any 

decisionswe may make in such circumstances which  

may include requiring you to refund any payments you 

have received or requesting that a Parker pays any 

outstanding amounts in relation to the relevant booking. 

3. You agree that we may use any funds we are holding on 

your behalf in order tosettle a dispute with a Parker and 

that if we are authorized to deduct sums from the debit or credit card details you have supplied (up to a 

maximum of $375 per claim or dispute) in order to settle a dispute with a Parker. 

11. Publicity 

We may refer to you or your Parking Space at any time in the  future to publicise ourselves or our Platform, in accordance with our Privacy Policy. 

12. Termination 

1. Either party may terminate this Agreement at any time but upon termination you agree to honor any outstanding bookings. From  the date of termination we will not confirm or accept any new bookings for the Parking Space but theAgreement will continue in respect of those outstanding bookings (subject toclause 12.5). 

2. In the event that this Agreement is terminated while any fees  or charges whatsoever are outstanding to us then you must pay all outstanding fees orcharges to us immediately without set-o” or deduction. 

3. We will be entitled to terminate this Agreement immediately if: a. you are in material breach of any of the terms 

of this Agreement;or 

b. you do anything to put our goodwill or reputation at risk; or c. we have any reason to believe that you are not 

authorized to granta license to use the Parking Space; 

d. you cancel a booking other than in 

accordance with theCancellation Policy; 

or 

e. you refuse to cooperate with us in respect of this Agreement. 

f. If any bookings are outstanding on termination by 

us under thisclause 12.3 then clause 12.5 will apply.

4. In the event of termination the terms of this Agreement will continue in full force, so far as such terms relate to existing bookings or the consequences ofany previous booking (including terms relating to fees, disclaimers,  liability and damage). 

5. In the event that: 

a. you refuse to cooperate with us in respect of this Agreement. b. this Agreement is terminated by you and existing bookings cannot proceed under clause 12.1 (eg. because you sell the property to which the Parking Space is attached); or 

c. this Agreement is terminated by us under clause 12.3 while thereare existing bookings; 

6. then you will be fully liable to us (under the terms of this  Agreement) for all associated costs, charges, damage and liability which we may incur as a resultand you agree to indemnify us on  a continuing basis in respect of any such cancelled booking. 

7. You should be aware that you may also be liable to the Parker  (under the Parking Space License Agreement) for any reasonable  associated costs, charges, damage and liability which the Parker incurs as a result of any of the events described in clause 12.5, including the Parker’s costs of having to makealternative parking arrangements. 

13. Insurance 

We may in the future provide or arrange to provide insurance in  respect of your Parking Space and its use by Parkers. Other than any such insurance thatwe may provide or arrange to provide, you will be entirely responsible for anyand all insurance that you may require for  the purposes of granting any license to use your Parking Space. 

14. Insurance 

1. If you choose to use the Platform and Services, you do so at your sole risk. Youacknowledge and agree that KarPark does not have an obligation to conduct background checks on any Parker. The Website and Services are provided “as is”, without warranty of  any kind, either express or implied. Without limiting the  

foregoing, KarPark explicitly disclaims any warranties of 

merchantability,fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of  dealing or usage of trade. KarPark makes no warranty that the  Platform or Services will meet your requirementsor be available  on an uninterrupted, secure, or error-free basis. KarPark makes  no warranty regarding the quality of the Services or the  accuracy, timeliness, truthfulness, completeness or reliability of  any content obtained through the Website or Services. 

2. No advice or information, whether oral or written, obtained from  KarPark orthrough the Website or Services will create any warranty not expressly madeherein. 

3. You are solely responsible for all of your communications and  interactions with other users of the Platform or Services and with  other persons with whom you communicate or interact as a result of your use of the Platform orServices, including, but not  limited to, any Parkers. You understand that KarPark is not  obligated to, and does not make any attempt to verify the statements of users of the Platform or Services or to review or  visit any Parking Spaces. KarPark makes no representations or  warranties as to theconduct of users of the Platform or Services  or their compatibility with any current or future users of the  Platform, or Services. You agree to take reasonable precautions  in all communications and interactions with other users of the  Platform or Services and with other persons with whom you communicate or interact as a result of your use of the Platform  or Services,including, but not limited to, Parkers, particularly if  you decide to meet in person. 

15. Your Liability 

You agree to defend, indemnify and hold harmless KarPark, its  affiliates, andtheir respective officers, directors, managers,  employees and agents (“KarPark Indemnities”) from and against  any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including but not limited toattorney’s and  accountant’s fees) arising from: (i) you actions or omissions in

relation to the Services, the Website, the Parking Space or the  Booking; (ii) you violation of any term of this Agreement; (iii) you violation of any third- party right, including without limitation any copyright, property, publicity or privacy right; (iv) any claim that  any content uploaded by you to the Websitecaused damage to a  third party; (v) you violation of any law; or (vi) you breach of the  Parking Space License Agreement. This defence and 

indemnification obligation will survive this Agreement and your  use of the Platform. You hereby agree to waive the application of any law that may limitthe efficacy of the foregoing agreement to  defend and indemnify KarPark Indemnities. 

16. Our liability 

1. KarPark will not be liable for any lost profits, loss of data, or  costs of procurement of substitute goods or services or for any  claim or demand against you by any other party. In no event will  KarPark be liable for any consequential, special, indirect, or  exemplary damages whatsoever arising out of (i) errors,  mistakes, or inaccuracies of the Platform or Services, (ii) personal injury or property damage of any nature whatsoever  resulting from your access to and use of the Platform or Services  or any booking with a Parker, (iii) any unauthorized access to or use of our secure servers and/or anyand all personal, institutional, technical or other information stored therein,(iv) any interruption  or cessation of transmission to or from the Website, (v) any  bugs, viruses, Trojan horses, or the like, which may be  transmitted to or through the Platform by any third party, or for any loss or damage of any kind incurred as a result of your use  of the Platform or Services, however caused and under any  theory of liability (including negligence), even if advised of the possibility of such damages. You acknowledge that the amounts  payable under this Agreement are based in part on these  limitations, and You further agree that these limitations will apply notwithstanding any failure of essentialpurpose of any limited remedy. The foregoing limitation of liability shall applyto the

fullest extent permitted by law in the applicable jurisdiction 2. For the avoidance of doubt, the liability excluded under clause  16.1 includes any loss arising from your dealings with any Parker or arising from the ParkingSpace and we shall have no liability to you whatsoever for any act or omissionof the Parker in  connection with the Parking Space or a Booking. We will not be  liable to you in the event of a claim by a Parker against you and,  for the avoidance of doubt, we shall not be required to return any money received by us under this Agreement to either you or the Parker in such circumstances. 

3. Our liability to you for all losses under this Agreement is capped at the totalfees paid by you to us under this 

Agreement. 

4. No claim may be brought against us in relation to this Agreement more than12 months following the date on which your Parking Space to which such claim relates was last promoted on our Website. 

5. You agree that the above exclusions of liability are reasonable in  all the circumstances, especially in light of the fact that our Services include only theprovision of the Platform and Services  and responsibility for the Parking Space and fulfilment of a  Booking lies solely with the Host for whom we act only as an agent in a limited capacity. 

6. If you are domiciled in the UK the liability excluded under this 

clause excludessituations where fraud, wilful concealment or the! shall be shown to have taken place on our part and nothing  in this agreement limits or excludes our liability for death or personal injury arising as a result of our negligence or the negligence of our employees, agents or self-employed contractors or for fraudor fraudulent misrepresentation. 

17. Non-solicitation 

You shall not attempt to solicit or perform services for or induce or attempt toinduce, any customer, supplier, licensee or business  relation of KarPark or any Parker or other Host through any  communication including written and oral communication made by 

yourself or a third party to transact outside of the Website. 

18. Confidentiality 

Each party agrees with the other not to divulge or allow to be  divulged any confidential information relating to the other’s 

business or affairs other than to its employees, associates or  contractors (if any) who are subject to appropriate non-disclosure undertakings (if required), or where the other party has consented to such disclosure or where required by law to make suchdisclosure.  Either party may upon termination of this Agreement required by notice in writing to the other party the destruction or return of any 

confidential material in that party’s possession or control. The confidentiality obligation set out here shall expire 3 years after the expiry or termination of the Agreement. 

19. General 

1. Each of the parties warrants its power to enter into the 

Agreement and hasobtained all necessary approvals to do so. 2. By entering into this Agreement you also agree to our website terms of useand our privacy policy both of which are available on our Website. 

3. Any notice to be served on either of the parties by the other shall be sent by pre-paid recorded delivery, registered post, fax or email to the address of therelevant party shown on at the start of this Agreement or such other physicalor electronic address as may be notified by one party to the other. 4. No term of the Agreement will be enforceable by any person that 

is not a partyto it. 

5. We will be entitled to assign or sub-contract our 

obligations under thisAgreement. 

6. Both parties shall be released from their respective obligations in the event ofnational emergency, war, prohibitive governmental  regulation or if any other cause beyond the reasonable control of  the parties or either of them rendersthe performance of the 

Agreement impossible, whereupon all money accrueddue under the Agreement shall be paid.

7. No term of this Agreement will be enforceable by any person  that is not a party to it including (if you are domiciled in the UK)  any enforcement throughthe Contract (Rights of Third Parties) Act 1999. 

8. Each party acknowledges that the Agreement (as varied) and the conditionscontain the whole agreement between the parties and  that it has not relied upon any oral or written representations  made to it by the other or its employees or agents and has made its own independent investigations intoall matters relevant to it. 

9. If any provision of this Agreement is prohibited by law or judged  by a court tobe unlawful, void or unenforceable, the provision shall, to the extent required,be severed from this Agreement and  rendered ineffective as far as possible without modifying the remaining provisions of this Agreement, and shall not in any way  affect any other circumstances of or the validity or enforcement  of this Agreement. 

10.No delay, neglect or forbearance on the part of either party in  enforcing against the other party any term or condition of this Agreement shall either beor be deemed to be a waiver or in any  way prejudice any right of that party under this Agreement. No right, power or remedy in this Agreement conferredupon or  reserved for either party is exclusive of any other right, power or remedy available to that party. 

11.Headings contained in this Agreement are for reference purposes  only and should not be incorporated into this Agreement and shall not be deemed to beany indication of the meaning of the clauses to which they relate. 

20. Governing Law and Jurisdiction 

You are contracting with KarPark Limited and this Agreement shall  in all respects be governed by the laws of New Zealand. Both parties acknowledge and agree that the U.N. Convention on Contracts for the International Sale ofGoods shall not apply to this Agreement,  the Platform or the Services. You acknowledge that KarPark’s rights and your obligations to KarPark are of a unique and  irreplaceable nature, the loss of which shall irreparably harm

KarPark and which cannot be replaced by monetary damages alone so that KarPark shall be entitled to injunctive or other equitable relief (without the obligation of posting any bond or surety) in the  event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctiveor other equitable relief and agree  to limit your claims to claims for money damages (if any). 

21. Dispute Resolution 

1. Regardless of where you are domiciled any claims brought against KarParkmust be filed in a New Zealand court. Any  arbitration, mediation or other conciliatory process must be  initiated and carried out in New Zealand. Youagree to submit to the exclusive jurisdiction of the courts of New Zealand. 

2. Notwithstanding the parties’ decision to resolve any and all  disputes arising under this Agreement through arbitration,  KarPark may bring an action to protect its intellectual property rights or to seek to obtain injunctive relief or other equitable relief from a court to enforce the provisions of this Agreementor to enforce the decision of the arbitrator. 

3. The arbitrator shall apply the substantive laws in accordance with clause 20(Governing Law and Jurisdiction), shall issue a  written decision, and shall have the power to award any legal remedies consistent with this Agreementexcept for punitive, exemplary or special damages. 

4. The parties will split the arbitrator’s fee. 

5. Disputes will be resolved only on an individual basis and will  not be consolidated with any other claims, suits or other proceedings that involveany claim or controversy of any other party. 6. You agree that the provisions in this clause will survive any termination of thisAgreement.f