Operator Agreement

1. Definitions

• “Booking” means a confirmed reservation made by a Guest through the Platform for your parking, lodging, or bundled parking-and-lodging services.
• “Booking Total” means the total amount paid by the Guest for a Booking, excluding any Platform-imposed service fees charged to the Guest.
• “Commission” means the percentage of the Booking Total retained by ParkStayNow, at the rate set in your Operator account (default ten percent (10%) unless otherwise agreed in writing).
• “Net Payout” means the Booking Total minus the Commission.
• “Guest” means a customer who books your services through the Platform.
• “Services” means the parking, lodging, shuttle, and related services you provide to Guests.
• “Stripe” means Stripe, Inc. and its affiliates; “Stripe Account” means the Stripe Express connected account you maintain to receive payouts.

2. Marketplace Relationship

2.1 Independent parties. You and ParkStayNow are independent contracting parties. Nothing in this Agreement creates an employment, agency, partnership, joint venture, or franchise relationship, except that you appoint ParkStayNow as your limited payment collection agent solely to collect Booking payments from Guests on your behalf.

2.2 Payment agency. A Guest's payment of the Booking Total to ParkStayNow satisfies and discharges the Guest's payment obligation to you for that Booking, whether or not ParkStayNow subsequently remits the Net Payout to you. Your recourse for any unremitted Net Payout is against ParkStayNow, not the Guest.

2.3 Direct contract with Guests. The contract for the actual Services is formed directly between you and the Guest. ParkStayNow provides reservation, marketing, and payment-collection services only. ParkStayNow does not own, operate, manage, control, inspect, or supervise your facility or lodging, and never takes possession, custody, or control of any Guest vehicle or property. Any bailment or license arising from a Guest's use of your facility is solely between you and that Guest.

2.4 Customer-facing terms. You acknowledge that ParkStayNow's customer Terms of Service direct Guests to pursue vehicle, property, and injury claims directly against the Operator. You accept responsibility for such claims as between you and ParkStayNow.

3. Operator Obligations

You will:

• (a) honor every confirmed Booking at the booked price, dates, and service level, regardless of subsequent price changes or demand;
• (b) provide the Services materially as described in your Platform listings;
• (c) keep listings, amenities, photos, hours, shuttle information, and inventory accurate and current, and promptly update availability to prevent overbooking;
• (d) hold and maintain all licenses, permits, registrations, and zoning approvals required to operate your facility and/or lodging;
• (e) comply with all applicable laws, including consumer-protection, accessibility, tax, and data-protection laws;
• (f) handle Guest claims relating to vehicles, property, personal injury, or the Services directly with the Guest, promptly and in good faith;
• (g) maintain the insurance required by Section 9; and
• (h) not circumvent the Platform by soliciting Guests obtained through the Platform to book directly with you in order to avoid Commission on those transactions.

4. Listings and Inventory

4.1 You warrant that your listings are accurate and not misleading. ParkStayNow may edit, format, translate, rank, or remove listings at its discretion.

4.2 Operator overbooking. If you cannot honor a confirmed Booking because of your own overbooking, closure, or operational failure, you will, at your expense, either (a) arrange comparable or better alternative accommodation/parking acceptable to the Guest, or (b) authorize a full refund. Such events are Operator-Attributable under Section 8.

5. Commission and Taxes

5.1 Commission. ParkStayNow's Commission is deducted automatically from each Booking at the time of charge via Stripe. The Commission rate is the rate recorded in your Operator account (default 10%); ParkStayNow may propose rate changes per Section 14.

5.2 Taxes. You are solely responsible for determining, collecting, remitting, and reporting all taxes applicable to your Services and your Net Payouts (including income, sales, use, occupancy, and parking taxes). ParkStayNow does not provide tax advice. Tax reporting on payment volume (e.g., Form 1099-K) is handled by Stripe as payment processor, not by ParkStayNow.

6. Payments and Payouts

6.1 Stripe Account required. You must complete Stripe Express onboarding and maintain an active Stripe Account in good standing, including current banking, identity (KYC), and business information. No payouts can be made — and your listings will not be bookable — until your Stripe Account is enabled for charges and payouts.

6.2 Merchant of record. ParkStayNow processes Guest payments as merchant of record through Stripe. Each Booking charge is split at the time of payment: the Commission is retained by ParkStayNow and the Net Payout is transferred to your Stripe Account.

6.3 Payout timing. Funds are paid out from your Stripe Account to your bank account on the payout schedule of your Stripe Account (typically automatic daily payouts on a rolling basis, subject to Stripe's standard settlement delay), governed by the Stripe Connected Account Agreement between you and Stripe. ParkStayNow does not control and is not liable for Stripe's payout timing, holds, or account reviews.

6.4 Errors. Either party will promptly notify the other of payment errors, and you authorize ParkStayNow to correct erroneous transfers, including by reversing or offsetting amounts paid in error.

7. Cancellations and Refunds

7.1 The Platform's customer-facing Cancellation Policy is incorporated into this Agreement. As of this version: cancellations more than 24 hours before the parking start time receive a full refund; cancellations within 24 hours of the start time, after the start time, and no-shows are non-refundable.

7.2 Refund mechanics. When a refund is issued under the Cancellation Policy, by Guest-service decision of ParkStayNow acting reasonably, or under Section 4.2: (a) the transfer of the Net Payout for that Booking is reversed from your Stripe Account; and (b) ParkStayNow returns its Commission on the refunded amount. Each party thereby bears its own share of the refunded Booking. You authorize these reversals on your Stripe Account.

8. Chargebacks and Recourse

8.1 Merchant-of-record exposure. As merchant of record, ParkStayNow is debited first by card networks for chargebacks and payment disputes on Bookings, including associated network dispute fees.

8.2 Operator-Attributable Disputes. A chargeback or dispute is “Operator-Attributable” when it arises from: (a) Services not provided or materially not as described in your listing; (b) an incident at your facility or lodging (including vehicle damage, theft, loss, towing, or injury); (c) your overbooking, closure, or refusal to honor a Booking; (d) overstay or on-site charges you imposed; or (e) your violation of law or of this Agreement. Disputes arising from Platform error, duplicate charges caused by the Platform, or payment fraud you could not reasonably have prevented are not Operator-Attributable and are borne by ParkStayNow.

8.3 Operator responsibility. For each Operator-Attributable Dispute that is lost (or conceded on reasonable grounds), you are responsible for: (a) the disputed amount minus the Commission on it (ParkStayNow returns its Commission, mirroring Section 7.2); plus (b) the card-network dispute fee actually charged to ParkStayNow.

8.4 Evidence cooperation. ParkStayNow will notify you of disputes on your Bookings and will submit dispute evidence to the card networks. You will provide relevant records (check-in logs, incident reports, photos, correspondence) within five (5) business days of request. Failure to timely provide evidence may result in the dispute being treated as Operator-Attributable if lost.

8.5 Recovery waterfall. Amounts you owe under this Section 8 (and reversals under Sections 6.4 and 7.2 that cannot be executed against your Stripe Account) may be recovered by ParkStayNow, in order: (a) by offset against future Net Payouts, including via negative-balance or reduced transfers on your Stripe Account; (b) if not fully recovered within thirty (30) days, by invoice, payable net thirty (30) days; and (c) by any other lawful means.

8.6 Reserve right. If your dispute rate exceeds 1% of Bookings or three (3) disputes in any rolling 90-day period, ParkStayNow may (but is not obligated to) institute a rolling reserve of up to ten percent (10%) of Net Payouts, held for up to ninety (90) days each, released on a rolling basis, until your dispute rate returns to normal levels for ninety (90) consecutive days. ParkStayNow will give notice before instituting or removing a reserve.

8.7 Survival. Your obligations under this Section 8 survive termination of this Agreement for all Bookings made before termination.

9. Insurance

You will maintain, at your expense, for the term of this Agreement:

• (a) Commercial general liability insurance of at least US $1,000,000 per occurrence;
• (b) for parking Operators: garage-keepers legal liability (or equivalent) coverage appropriate to the vehicles in your custody;
• (c) for lodging Operators: innkeeper's/hospitality liability coverage as required by law and industry standard; and
• (d) all legally required coverage (e.g., workers' compensation).

You will provide certificates of insurance within ten (10) business days of request.

10. Indemnification

You will defend, indemnify, and hold harmless ParkStayNow, its members, officers, employees, and agents from and against all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) the Services or your facility or lodging, including any Guest vehicle, property, or injury claim; (b) your breach of this Agreement or violation of law; (c) inaccuracies in your listings; or (d) taxes for which you are responsible under Section 5.2. ParkStayNow will promptly notify you of any indemnified claim and may participate in the defense with counsel of its choosing.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY IS LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS OR REVENUE; AND (b) PARKSTAYNOW'S AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (i) THE TOTAL COMMISSIONS EARNED BY PARKSTAYNOW FROM YOUR BOOKINGS IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (ii) ONE THOUSAND U.S. DOLLARS (US $1,000). Nothing in this Section limits your payment, reversal, chargeback, or indemnification obligations, or either party's liability for fraud or willful misconduct.

12. Term, Suspension, and Termination

12.1 Term. This Agreement is effective upon your acceptance and continues until terminated.

12.2 Termination for convenience. Either party may terminate on thirty (30) days' written notice (email suffices).

12.3 Suspension / termination for cause. ParkStayNow may suspend your listings or account immediately, or terminate this Agreement, if: (a) you materially breach this Agreement; (b) your dispute or complaint rate indicates Guest harm; (c) Guest safety, fraud, or legal risk is reasonably suspected; (d) your Stripe Account is deactivated, restricted, or fails KYC; or (e) you become insolvent. Suspension is reflected as “suspended” status in the Platform.

12.4 Effect on existing Bookings. Upon termination or suspension, you will honor all confirmed future Bookings unless ParkStayNow directs otherwise. If you decline to honor them, they will be cancelled and refunded at your cost as Operator-Attributable events under Section 8.

12.5 Survival. Sections 5.2, 7.2, 8, 10, 11, 12.4, 13, 15, and 16 survive termination.

13. Guest Data and Privacy

You will use Guest personal data received through the Platform (names, contact details, vehicle information, reservation details) solely to service the reservation, will protect it with reasonable safeguards, will not sell it or use it for marketing without the Guest's independent consent, and will comply with applicable privacy laws and, to the extent applicable to you, the Platform's published Privacy Policy.

14. Modifications

ParkStayNow may modify this Agreement (including the default Commission rate) by providing at least thirty (30) days' notice to your account email. Continued acceptance of new Bookings after the effective date of the modification constitutes acceptance. If you do not agree, your sole remedy is to terminate under Section 12.2 before the modification takes effect; the prior version continues to govern Bookings made before the effective date. The version number and your acceptance timestamp are recorded by the Platform.

15. Dispute Resolution; Governing Law

15.1 This Agreement is governed by the laws of the State of Ohio, without regard to conflict-of-law rules, and the Federal Arbitration Act.

15.2 Any dispute arising out of or relating to this Agreement that the parties cannot resolve informally within thirty (30) days will be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Ohio, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own attorneys' fees except as the AAA rules or applicable law provide otherwise.

15.3 For matters not subject to arbitration (including provisional injunctive relief), the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware County, Ohio.

16. General

• Notices. To ParkStayNow: contact@parkstaynow.com. To you: the contact email in your Operator account. Notice is effective when sent.
• Assignment. You may not assign this Agreement without ParkStayNow's written consent; ParkStayNow may assign to an affiliate or in connection with a merger or sale.
• Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, and the remainder stays in effect.
• No waiver. Failure to enforce a provision is not a waiver.
• Entire agreement. This Agreement, together with the incorporated Cancellation Policy and your Operator account settings (including your Commission rate), constitutes the entire agreement between the parties regarding its subject matter and supersedes prior discussions.
• Independent status. You are responsible for your own employees, contractors, and business expenses.