Platform Services
PLATFORM SERVICES AGREEMENT
I. INTRODUCTION
1. Section I.1: Acknowledgement. This Platform Services Agreement (“Platform Agreement”) is a binding legal agreement between you and ParkNShark, LLC (“Us,” “We,” or “Our”) that incorporates the “General Terms and Conditions” and the “Privacy Policy,” upon registering a user account on the ParkNShark website. This agreement governs the terms and conditions related to licensing and purchasing a Permit. By registering an account, submitting a listing, bidding for, and/or purchasing a Permit you acknowledge and agree to be bound by these terms and conditions.
FURTHER, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ AND UNDERSTAND THAT THIS AGREEMENT INCORPORATES THE GENERAL TERMS AND CONDITIONS, WHICH INCLUDES BINDING LIMITATIONS ON LIABILITY, DISPUTE RESOLUTION PROCEDURES, AND A WAIVER OF A JURY TRIAL. YOU UNDERSTAND THAT THESE SECTIONS LIMIT OUR LIABILITY, DICTATE THE PROCEDURES FOR RESOLVING DISPUTES, AND THAT YOU HAVE WAIVED ALL RIGHTS TO A TRIAL BEFORE A JURY.
II. DEFINITIONS
The definitions from the Terms and Conditions are incorporated into this agreement by reference. This agreement also contains following additional definitions:
“Alternative Parking” means the alternative parking arrangement agreed upon between Licensees and us in the event of a default of this agreement by Licensor under Section 7.3.
“Custom Parking” means hours outside of the Standard Period of Availability that are agreed upon between Licensor and Licensee.
“Default Event” means a breach of this agreement by either Licensor or Licensee entitling certain parties to relief under Section 8 of this agreement.
“Escrow Fund” means an account maintained by us that is funded by Licensor in the event of a default event under Section 7.3 for the purposes of providing Alternative Parking to Licensees.
“Fees,” or “Service Fees” see Section 6 of this agreement.
“Payment Method” means the payment method associated with an Account, such as a credit card, debit card, bank account, or PayPal account.
“Permit Term” means the duration of a Permit based on a semester-by-semester basis of a high school academic year.
“Standard Period of Availability” means 20 minutes before through 20 minutes after the school day, Monday through Friday, as determined by the publicly available hours of the school associated with the Parking Permit.
“Total Price” means the total cost of a Permit including the Winning Bid, Service Fees, and any Taxes.
“Winning Bid” means the final highest bid for a parking permit at the conclusion of an auction.
III. THE LICENSING PROCESS
2. Section III.1: Internet Auction Listing Service. We offer an internet auction listing service in compliance with the laws of the State of Illinois. We are exempt from the licensing requirements of the Illinois Auction License Act as the website is designed to allow users to offer Parking Permits for sale to a prospective buyer through an online bid submission process using our website; further, we do not examine, set the price, prepare the description of the Parking Permit to be offered, or in any way utilize the services of a natural person as an auctioneer.
3. Section III.2 The Listing. Licensors submit their Parking Permit to our website using a standardized submission form or directly to our representatives; Licensors provide the description of the Parking Spot available for auction along with the base auction price as set by the Licensor. We may alter the format, include generic photos, publicly available maps, general data derived from Licensor’s description, and/or ask the Licensor to modify their listing to provide Licensees sufficient information to make an informed decision. We do not prepare descriptions on behalf of Licensors for use in the auction, nor do we set the price of the Parking Permits for auction.
4. Section III.3 The Purchase. Through a series of electronic bids submitted by Members of the Platform, a Parking Permit is secured by the highest bidder after the expiration of the auction timer. Upon successful completion of the auction, the Total Price will be calculated, processed, and payment will be collected by us.
5. Section III.4 The Permit Terms. All Parking Permits are available for a one-semester high school term (“Permit Term”). For purposes of this agreement, semesters shall be determined by the following:
(a) First Semester. The first day of classes through the last day of classes prior to winter break according to the publicly available calendar maintained by the school district associated with the permit.
(b) Second Semester. The first day of classes after winter break through the last day of classes prior to summer recess according to the publicly available calendar maintained by the school district associated with the permit.
6. Section III.5 Parking Permit Renewal. At the end of the First Semester, Licensees can renew their Parking Permit at the same price paid for the First Semester. If Licensees decide not to renew, the Parking Permit will be listed for auction again at the discretion of Licensor. Licensees’ decisions to renew must be communicated to both us and the Licensor within ten (10) days after the end of the Permit Term. Licensors have the right to not renew the Parking Permit for a Second Semester, in which case they will inform both us and Licensee of their decision within ten (10) days after the end of the Permit Term.
IV. TERMS AND CONDITIONS: PARKING SPOT OWNERS, THE LICENSORS
7. Section IV.1: Definition of Licensor. As previously stated herein, a licensor is any individual using the Platform to license a Parking Permit for the use of a Parking Spot during high school academic semesters.
8. Section IV.2: License Acknowledgment. By listing a Parking Permit on our website, Licensors acknowledge and agree that Licensor is providing a parking license to Licensees for the limited purpose of using a Parking Spot on Licensors property; Licensor further acknowledges and agrees that Licensor is in no way providing any interest in property to Licensee.
9. Section IV.3: Background Check Acknowledgment and Agreement. By listing a Parking Permit on our website, Licensors acknowledge and agree that we may conduct a background check. If so, Licensors agree to cooperate fully in those procedures, and the use of the Platform is subject to the outcome of those checks, at our sole discretion.
10. Section IV.4: Licensors Representations and Warranties. By listing a Parking Permit on the Platform for auction, Licensors are making the following representations and warranties:
(a) Authority. Licensors represent and warrant that they have the legal authority to license a Parking Spot on their private property or at their place of business, whatever the case may be.
(b) Spot Availability. Licensors represent and warrant that they have a Parking Spot available for use by Licensees from 20 minutes before through 20 minutes after the school day, Monday through Friday, as determined by the publicly available hours of the school associated with the Parking Permit (“Standard Period of Availability”), during the Permit Term. Further, Licensor acknowledges that Licensees may request parking before or after the hours outlined in the Standard Period of Availability (“Custom Parking”) on a case-by-case basis and Licensor warrants a willingness to communicate with Licensees to make reasonable arrangements for Custom Parking. Further, Licensor warrants the unimpeded ingress and egress of Licensees into the Parking Spot during both Standard Periods of Availability and any arranged Custom Parking for the Permit Term and that the Parking Spot will be free and clear from obstructions.
(c) Spot Maintenance. Licensors represent and warrant that the Parking Spot is in suitable condition for the parking of a vehicle. Licensor further warrants they will make reasonable efforts to maintain the Parking Spot and ensure the spot is safe and available, to the greatest extent practicable, during rain, ice, or snow conditions.
(d) Care. Licensors represent and warrant that they will not harm or damage Licensees vehicle intentionally, recklessly, or negligently; this provision includes but is not limited to colliding, scratching, denting, scuffing, damaging tires, breaking windows, and/or breaking mirrors. Licensor acknowledges and warrants that they shall be solely responsible for violating this provision.
(e) Open Communication. Licensors warrant that they will engage in open and consistent communication, in the most convenient and expedient form, with both Licensees and us when necessary.
(f) Respect. Licensors warrant that they will be respectful and responsible in connection with all communications, dealings, and actions toward both Licensees and us.
(g) Liability Insurance. Licensors represent and warrant that they have and will maintain an insurance policy that includes liability coverage and medical coverage in the event that Licensees, their guests, or others experience injury or death while on the property associated with the Parking Spot.
(h) Auto Insurance. Licensors represent and warrant that they have and will maintain an auto insurance policy for their own vehicles to provide liability coverage in the event that Licensor, their guests, or other users of their vehicle strikes, collides, runs over, or in any other way harms Licensees and/or Licensees vehicles.
(i) Moving Licensee’s Vehicle. Licensors acknowledge that Licensors and Licensees may come to an express agreement to have Licensor move Licensee’s vehicle for whatever reasons both parties may agree upon; such agreements may include the use of a lockbox or other arrangement to store a secondary key to Licensee’s vehicle. Licensors warrant that if such an agreement is made that Licensor will provide a safe and secure location to store that lockbox or secondary key on their premises and only allow Licensee or Licensor to access that location or key.
(j) Adherence to Laws. Licensor warrants that they shall conduct all their activities under this contract in strict compliance with all applicable laws, rules, and regulations of the jurisdictions in which these activities occur. This includes, but is not limited to, any regulations and standards set forth by federal, state, and local authorities.
11. Section IV.5: Disputes With Licensees. Licensors warrant that when any dispute between Licensee and Licensor arises that they will promptly notify us; Licensor further acknowledges and agrees that we may offer solutions to resolve the dispute and Licensor warrants that they shall have a willingness to resolve such disputes with our guidance.
12. INDEMNIFICATION. LICENSOR AGREES TO DEFEND, INDEMNIFY, AND HOLD PARKNSHARK, ANY SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND OTHER THIRD-PARTY PARTNERS AND EMPLOYEES, HARMLESS FROM ANY AND ALL CLAIMS, DAMAGES, LOSSES, LIABILITIES, DEMANDS, COSTS, ATTORNEY FEES, AND EXPENSES OF EVERY KIND AND NATURE (INCLUDING ACTUAL, SPECIAL, INCIDENTAL, AND CONSEQUENTIAL), KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED TO (1) LICENSOR’S USE OF THE PLATFORM (2) LICENSOR’S REPRESENTATIONS AND WARRANTIES, AND/OR (3) ANY CLAIM ARISING FROM LICENSOR’S OWNERSHIP OR MAINTENANCE OF THE PARKING SPOT(S). LICENSOR WAIVES THE PROVISION OF ANY STATE OR LOCAL LAWS THAT LIMIT OR PROHIBIT SUCH A GENERAL RELEASE.
13. Section IV.6: Non-Circumvention. Licensor agrees that the information provided on the Platform, including but not limited to the names of other Members, Parking Permits available for auction, Parking Spots being licensed, and the location of available Parking Spots are considered valuable confidential business information, and as such, for a period of twelve (12) months after creating an Account, Licensor will not directly or indirectly engage with any individual, entity, or other Members with the intention of circumventing any transaction contemplated by this agreement. Licensor further agrees that, for a period of twelve (12) months, commencing on the last day of a Permit Term, Licensor will utilize only the Platform to auction, sell, or make available to other Members any Parking Spot associated with a Parking Permit that Licensor previously auctioned through the Platform. This clause does not prohibit the Licensor from promoting or selling a license for their parking space to individuals whom they did not discover, either directly or indirectly, via the Platform. It is understood that any breach of this provision may entitle us to liquidated damages outlined in Section 8.3 of this agreement, in addition to any other remedies available to us.
V. PARKNSHARK LICENSEES – PARKING SPOT PERMIT HOLDERS
14. Section V.1: Definition of Licensee. As stated herein, a Licensee is any individual using the Platform to obtain a Parking Permit for the use of a Parking Spot during high school academic semesters.
15. Section V.2: License Acknowledgment. By bidding and purchasing a Parking Permit on our website, Licensees acknowledge and agree that Licensor is providing a parking license to Licensees for the limited purpose of using a Parking Spot on Licensors property; Licensee further acknowledges and agrees that Licensor is in no way providing any interest in property to Licensee.
16. Section V.3: Licensees Representations and Warranties. By bidding and purchasing a Parking Permit via ParkNShark’s Platform, Licensees are making the following representations and warranties:
(a) Authority and Capacity. Licensees represent and warrant that they have the legal authority to purchase a Parking Permit; if Licensee is under 18 years of age but are at least 15 years old (a “Minor”), they are using the Platform with the consent of a parent or legal guardian and have received a parent’s or legal guardian’s permission to use the site and Platform, purchase a Parking Permit, and their agreement to these terms and conditions; Licensees’ parents or legal guardians, hereby agree to bind the Minor to the terms of this agreement and to fully indemnify and hold us harmless if the Minor breaches these terms; If licensee is not at least 15 years old, they may not use the Platform at any time or in any manner, purchase a permit, or submit any information to the Platform.
(b) Fund Availability. Licensees represent and warrant that at the time of placing a bid for a Parking Permit on our auction website that Licensee has the funds available to consummate the transaction if Licensee wins the auction. Licensee’s failure to have the funds readily available will result in the Parking Permit being reauctioned and, at our discretion, Licensee may be charged the Auction Fee for the additional auction.
(c) Spot Usage. Licensees represent and warrant that they will use the Parking Spot available for use from Licensor only between 20 minutes before through 20 minutes after the school day, Monday through Friday, as determined by the publicly available hours of the school associated with the Parking Permit (“Standard Period of Availability”) during the Permit Term. Further, Licensee acknowledges that they may request parking after the hours of the Standard Period of Availability (“Custom Parking”) on a case-by-case basis; Licensee warrants that they shall promptly communicate with Licensor to make reasonable arrangements for Custom Parking when necessary. Further, Licensee warrants that they will park only in the designated Parking Spot during both Standard Periods of Availability and any arranged Custom Parking for the Permit Term and shall not use the Parking Spot outside of those hours without the express permission of Licensor. Licensee shall not park in a location not designated by Licensor.
(d) Care. Licensee represents and warrants that they will take all reasonable steps to prevent harm including damage, vandalization, and/or theft, to Licensor’s property, person, pets, livestock, guests, guests’ property, or any other interest that Licensor may hold, including but not limited to the structures, landscaping, waste bins, vehicle(s), fire hydrants, hoses, mailboxes, etc. Further, Licensee represents and warrants that they will not trespass into unauthorized areas onto Licensor’s property, Licensor’s neighbors’ property, or any other location that is neither public nor designated by Licensor. Licensee acknowledges and warrants that they shall be solely responsible for violating this provision and for any and all damages to Licensor’s property arising from Licensee’s use of the Parking Permit.
(e) Open Communication. Licensees warrant that they will engage in open and consistent communication, in the most convenient and expedient form, with both Licensors and us when necessary.
(f) Respect. Licensees warrant that they will be respectful and responsible in connection with all communications, dealings, and actions toward both Licensors and us.
(g) Auto Insurance. Licensees represent and warrant that they have and will maintain an auto insurance policy for the vehicle(s) associated with the Parking Permit to provide liability coverage in the event that Licensee, their guests, or other users of their vehicle strikes, collides, runs over, or in any other way harms Licensor, Licensor’s vehicle(s), and/or Licensor’s property (personal or otherwise).
(h) Moving Agreements. Licensees acknowledge that Licensors and Licensees may come to an express agreement to have Licensor move Licensee’s vehicle for whatever reasons that both parties may agree upon; such agreements may include the use of a lockbox or other arrangement to store a secondary key to access Licensees vehicle. Licensees warrant that if such an agreement includes the use of a lockbox that Licensee shall provide the lockbox. Further, Licensees warrant that if such an agreement is made that the registered owner of the insurance policy referenced above has recognized Licensor as a permissive user of the vehicle.
(i) Adherence to Laws. Licensee warrants that they shall conduct all their activities under this contract in strict compliance with all applicable laws, rules, and regulations of the jurisdictions in which these activities occur. This includes, but is not limited to, any regulations and standards set forth by federal, state, and local authorities.
17. Section V.4: Non-Assignment. Licensees acknowledge and agree that the Parking Permit is not assignable and is for the sole use by Licensee alone. Licensee shall not organize or facilitate unauthorized parties to use the Parking Spot. Licensee is fully responsible and liable for any party utilizing the Parking Spot with Licensee’s actual and/or constructive knowledge.
18. Section V.5: Disputes With Licensors. Licensees warrant that when any dispute between Licensee and Licensor arises that they will promptly notify us; Licensee further acknowledges and agrees that we may offer solutions to resolve the dispute and Licensee warrants that they shall have a willingness to resolve such disputes with our guidance.
19. INDEMNIFICATION. LICENSEE AGREES TO DEFEND, INDEMNIFY, AND HOLD US, ANY SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND OTHER THIRD-PARTY PARTNERS AND EMPLOYEES, HARMLESS FROM ANY AND ALL CLAIMS, DAMAGES, LOSSES, LIABILITIES, DEMANDS, COSTS, ATTORNEY FEES, AND EXPENSES OF EVERY KIND AND NATURE (INCLUDING ACTUAL, SPECIAL, INCIDENTAL, AND CONSEQUENTIAL), KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED TO (1) LICENSEE’S USE OF THE PLATFORM, (2) LICENSEE’S REPRESENTATIONS OR WARRANTIES, OR (3) LICENSEE’S USE OF A PARKING SPOT. LICENSEE WAIVES THE PROVISION OF ANY STATE OR LOCAL LAWS THAT LIMIT OR PROHIBIT SUCH A GENERAL RELEASE.
20. Section V.6: Non-Circumvention. Licensees agree that the information provided on the Platform, including but not limited to the names of other Members, Parking Permits available for auction, Parking Spots being licensed, and the location of available Parking Spots are considered valuable confidential business information, and as such, for a period of twelve (12) months after creating an Account, Licensees shall not directly or indirectly engage with any individual, entity, or other Members with the intention of circumventing any transaction contemplated by this agreement. Licensees further agree that, for a period of twelve (12) months, commencing on the last day of a Permit Term, Licensees will utilize only the Platform to purchase any Parking Spot associated with a Parking Permit that Licensees previously purchased through the Platform. During that same period, Licensees agree that they will only transact through the Platform for Spots made available through the Platform and that they have become aware of, directly or indirectly, through the Platform. It is understood that any breach of this provision may entitle us to liquidated damages outlined in Section 8.3 of this agreement, in addition to any other remedies available to us.
VI. FEES
21. Section VI.1: Overview. We charge fees for both Licensors and Licensees to use the Platform (“Service Fees”). These fees are a certain percentage of the Winning Bid. The fees will be collected by us when Licensee pays the Total Price of the Parking Permit and when we withhold the Service Fees prior to remitting the remaining sum to Licensors. More information about when Service Fees apply and how they are calculated can be found on our How It Works pages.
22. Section VI.2: Payment Terms. Licensee shall pay the Total Price lump sum; with our approval, Licensee may also set up a month-to-month payment plan or any other payment arrangement agreed to by us.
23. Section VI.3: Fees Non-Refundable. Except as otherwise provided by explicit agreement with us, Service Fees are non-refundable. We reserve the right to change the Service Fees at any time.
VII. TERMINATION, REVOCATION, DEFAULT
24. Section VII.1: Termination By Us. Licensors/Licensees acknowledge and agree that we reserve the right to terminate their use of the Platform at any time. We reserve the right to immediately terminate use if Licensors/Licensees violate the provisions of this agreement or any other agreement associated with the Platform. Refunds of Service Fees shall not be provided by us in connection with any termination event, except for exceptional circumstances at our sole discretion.
25. Section VII.2: Revocation of Licensee’s Permit By Licensor. Licensor may revoke use of the Parking Permit by Licensee at any time. Notwithstanding, Licensor will provide Licensee sixty (60) days notice of the revocation, unless a default event outlined in Section 7.3 or Section 7.4 of this agreement applies, in which case termination may occur immediately. Absent a default event outlined in Section 7.3 or Section 7.4 of this agreement, Licensor shall provide Licensee a pro-rata refund for any funds paid in advance for the Parking Term, not including our Service Fees.
26. Section VII.3: Default By Licensor. Licensor’s failure to abide by the representations and warranties outlined in Section 4 of this agreement shall constitute a default event resulting in the availability of the remedies outlined in Section 8 of this agreement to both Licensees and us.
27. VII.4: Default By Licensee. Licensee’s failure to abide by the representations and warranties outlined in Section 5 of this agreement shall constitute a default event resulting in the availability of the remedies outlined in Section 8 of this agreement to both Licensors and us.
VIII. REMEDIES AND LIQUIDATED DAMAGES
28. Section VIII.1: Licensee Remedies for Licensor Default. If a default event under Section 7.3 of this agreement occurs, Licensee may, with our approval, select from the following remedies:
(a) Termination and Full Refund. Licensee may terminate the contract and receive from Licensor a refund in the amount equal to the full amount already paid to Licensor; this refund shall not include Service Fees paid to us.
(b) Escrow Fund For Replacement Parking. Licensee, with our written approval, may require a defaulting Licensor to fund an escrow account (“Escrow Fund”); the funds of this account shall be used for the sole purpose of obtaining a new parking arrangement on behalf of Licensee for the original Parking Term. If the breach occurs within the First Semester, this account will fund the purchase of a new Parking Permit through the Platform, if one is available, for the Second Semester. If a Parking Permit is not available, this account will continue to fund the same parking arrangement, if possible, obtained for the First Semester through the end of the Parking Term. If not possible, a new arrangement may be agreed upon between Licensee and us.
(i) Administration. Both Licensee and Licensor agree that the Escrow Fund shall be administered and managed by us.
(ii) Parameters of Alternative Parking. We and Licensee will agree upon a reasonable parking alternative (“Alternative Parking”). Factors we will consider are (i) the availability of similarly situated parking spots near Licensor’s property or parking spots in other areas a similar distance away from Licensee’s school from the original Parking Spot (ii) the average fair market rental rate of available parking spots (iii) the remainder of the Parking Term that parking is required. We shall have the sole and full discretion to determine a suitable Alternative Parking.
(iii) Funding the Account. We will estimate the required funds needed to cover Alternative Parking for the remainder of the Parking Term. Licensors shall fund the account, in lump sum, based on this estimate. If at anytime, based on the reasonable use of the Alternative Parking by Licensee comporting with the terms of the Parking Permit, the funds in the account are not enough to cover the remainder of the semester, Licensor shall replenish the account only to an extent necessary to cover Alternative Parking for the remainder of the semester.
(iv) Unused Funds. Any funds remaining in the Escrow Account by the end of the Parking Term shall be promptly returned to Licensor.
(v) Administration Fee. Licensor and Licensee agree that ParkNShark will charge an administration fee for the management of such an arrangement. Such fees are outlined on ParkNShark’s How It Works page and are subject to modification. Licensor shall be responsible for paying this fee.
(vi) Failure to Fund. Notwithstanding any limitations on legal remedies outlined in the Platform, Licensor’s failure to fund the Escrow Account entitles us to pursue any and all legal remedies, equitable or otherwise, available to us against Licensor.
(c) Individual Pursuit of Remedy. Licensee, without our assistance, may pursue any and all legal remedies, equitable or otherwise, available to them against Licensor alone for acts arising from a default event.
29. Section VIII.2: Licensor’s Remedies for Licensee’s Default. If a default event under Section 7.4 of this agreement occurs, Licensor may revoke Licensee’s permit with no refunds being provided to Licensee. Licensor, without our assistance, may pursue any and all legal remedies, equitable or otherwise, available to them against Licensee alone for acts arising from a default event.
30. Section VIII.3: Liquidated Damages for Circumvention. If any Licensor or Licensee violates the non-circumvention obligations outlined in Section 4.7 or Section 5.7 of this agreement, they shall remit to us the applicable Service Fees calculated based on the value of the Parking Permit, plus attorney fees, costs, and expenses. The value of the Parking Permit will be determined by (a) the Winning Bid for the Parking Permit from the most recent previous auction associated with the Parking Spot; or (b) if the Parking Spot has not previously been auctioned, then one and half (1.5x) times the value of the base listing price; or (c) if the Parking Spot has not been previously auctioned or provided a base listing price at the time of the circumvention, then the value shall be the fair market value of the Parking Spot as determined by us.
IX. MISCELLANEOUS.
31. Section IX.1: Force Majeure. No party to this agreement will be in default of this agreement by reason of any failure or delay in the performance of its obligations hereunder where such failure or delay is due to any circumstance or cause beyond any party’s reasonable control, including strikes, labor disputes, civil disturbances, cyberattacks, riot, rebellion, invasion, epidemic, hostilities, war, terrorist attack, embargo, natural disaster, acts of God, flood, sabotage, or fire.
32. Section IX.2: Attorneys’ Fees. In the event any suit or action is brought by Us, Licensor, or Licensee under this agreement, it is agreed that the prevailing party shall be entitled to recover its costs and expenses, including reasonable attorneys’ fees from the non-prevailing party.
33. Section IX.3: Waiver. Any failure by us to enforce any right or provision of these terms shall not constitute a waiver of such rights or provisions.
34. Section IX.4: Severability. Should any competent court or arbitrator find any provision herein as invalid or unenforceable, that provision will be enforced to the maximum extent permissible and any and all other provisions of the Platform will remain in full force and effect.
35. Section IX.5: Modification. We reserve the right, at our sole discretion, to modify or replace the terms in this Platform Services Agreement. Licensors and Licensees shall be provided notice of any such change or modification in the form of an electronic communication. Continued use of the Platform after notice has been provided shall constitute acceptance of the changes or modifications.
36. Section IX.6: Notice. Any notice to be provided to us under this Agreement shall be given in writing, addressed and delivered or mailed, postage prepaid, to our principal place of business. Notice may also be provided to us via electronic communication to parknsharkteam@gmail.com. Licensors and Licensees consent to receive electronic communications and agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the website, satisfy any legal requirement that such communications be in writing.
37. Section IX.7: Headings. All section headings herein are inserted for convenience only and shall not modify or affect the construction or interpretation of any provision of this Agreement.
38. Section IX.8: Entire Agreement. You agree that the terms of this Platform Agreement, the General Terms and Conditions, and Privacy Policy constitute the entire agreement between you and us with respect to your use of the Platform to list, bid, and/or purchase a Parking Permit. You agree that these agreements supersede any other agreements between you and us with respect to your use of the Platform. No agency, partnership, joint venture, employee-employer or franchisee-franchisor relationship is intended or created by these agreements, your use of the website, or any actions by any Licensor/Licensee with respect to the Platform.
39. Section IX.9: Electronic Signatures and Contracts. Your use of the Platform includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS.