- Term and Use of Facilities and Services: Unless expressly extended under through a Membership Agreement, signed by You and the Company, You have access to the Facilities and only to those Services You selected on the Website for the time-period selected (“Term”) and only during standard business hours (e.g., 8 a.m. to 6 p.m.). At the expiration of this Term, You shall immediately remove all personal property from the Facilities. The term “Services” includes access to shared office and work space, use of meeting areas (excluding the Kingdom Trails Conference Room), a limited kitchen area, access to high-speed Internet (as available), use of such tools as basic office supplies, limited on-site printing and copying, use of restroom facilities, and access to available beverages. Unless authorized by a Membership Agreement or § 9 of this TOU, You may not bring to the Facility any customers, interns, employees, children or volunteers (“Guests”). In purchasing Services from the Company, you agree that should you allow a Guest to use the Facility or the Services, You are solely and exclusively responsible for any violation of this TOU or other Company policy by Your Guest(s), including payment of all appropriate Fees.
- Operating Terms—What we expect of our users: In signing up to use Do North Co-Working and accepting this TOU, you agree: a. You will use the Facilities and Services only in accordance with this TOU, any applicable Membership Agreement, and the terms and policies listed on the Website, as Company may update or amend from time to time. You also agrees to follow all other rules, regulations or policies (stated or implied) adopted by Company for the Facilities and Services, including without limitation all Company signs and literature pertaining to the safe and appropriate use of the Facilities and Services. b. You will keep the shared spaces of the Facilities in a neat, clean and safe condition and shall not store any possessions, including any food items, in areas of the Facilities accessible to all Company members unless permitted by Company. c. You will not damage the Facilities, including causing unreasonable or inappropriate wear on Company’s equipment. You immediately will report any unsafe conditions or unsafe or improper use of Facilities to the Company. d. You will not disturb the use and enjoyment of the Facilities by any other member of Company. For example, you will not play loud music or hold loud conversations in public spaces, including telephone calls. Pets are not allowed in the Facilities. e. You will respect the privacy and property of others, and will respect the physical security of other members’ possessions, materials (including intangible items like communications, conversations and ideas), and space. You recognize that in no event will Company be responsible for lost or stolen items, including intellectual property. f. You will not use the Facilities, including any Services or equipment available therein, for any inappropriate or unlawful activity, including, for example, unlawful obscenity, Internet-based harassment (e.g., Spam, DNS or DoS attack), or the unlicensed use of material protected by intellectual property laws. g. You will not attempt to gain or provide unauthorized access to the Facilities or any Services, or accounts, computer systems or networks owned, accessed or operated by Company. And You will not harvest or otherwise collect information about others, including email addresses, without the authorization or consent of the disclosing party. h. Your use of the Facilities under this TOU or any applicable Membership Agreement is subordinate to a lease or occupancy agreement between Company and the owner of the Building in which the Facilities are located. In the event that Company’s right to occupy the Building is terminated, Company may terminate your right to use the Facilities immediately without notice.
- Fees—What you owe: You will timely pay all fees in the amount detailed on the Website (the “Fees”). In addition, You shall pay all of Company’s reasonable third-party fees (attorney’s fees, debt collection fee, fees for repair of damage to Company Facilities or equipment due to excessive or improper usage) and other costs incurred by Company in connection with any late payments, damages, costs of enforcing this TOU or any other agreement between You and Company, or past due amounts.
- Confidentiality—Keep things private: You acknowledge and agree that during Your use of the Facilities and any Services You may be exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, that is disclosed (intentionally or accidentally) by Company or any member or user of the Facilities or Services or any employee, affiliate, or agent of those members or users, that is non-public, confidential or proprietary in nature. Confidential Information includes, for example, information providing access to Facilities or Services (e.g., passwords or access codes); information about business, sales operations, know-how, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, computer systems and or books and records of Company or a third party, including other members or users. You agree to the following terms regarding Confidential Information: a. You will maintain all Confidential Information in strict confidence; b. You will not disclose Confidential Information to third-parties; c. You will not use Confidential Information in any way that directly or indirectly harms Company or other members or users of the Facility or Services; and d. You will respect the privacy of other users of the Facility.
- Your Representations and Warranties—This involves releasing Your legal rights: You accept and assume all responsibility for any risk, accident, death, injury or damage to You or Your property (including, without limitation, loss or theft of Your property) occurring in the Building and/or Facilities arising directly or indirectly from Your use (in whatever form) of Facilities and Services, including the use of any equipment within the Facilities, even if Company or its employees provide the equipment. You further understand and agree that Company and its employees have no liability for loss, damage, or any kind of injury sustained by You or Your property (including intellectual property) while on or about the Facilities. You irrevocably waive any and all claims in connection with any such loss, damage or injury, to the extent permissible by law.
- Indemnification – This involves Your promise to potentially pay for damages to the Company, including legal fees: YOU HEREBY RELEASE AND AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS Company its respective ofﬁcers, students, members, afﬁliates, agents and/or employees, other participants, and owners and lessors of the Premises (collectively, the “Releasees”), from and against any and all liabilities, claims, demands, damages, rights of action, suits or causes of action, resulting from or arising out of or in connection with Your actual or intended presence, occupancy, use, provision or performance of Services or participation in activities on or about the Building and/or Facilities and the use of any equipment on the Facilities, or a violation of this TOU or applicable Membership Agreement, whether arising from the negligence of the Releasees or otherwise, expressly including all damage that You cause to equipment owned or leased by Releasees, including damage due to Your negligence.
- Disclaimer of Liability – This involves a limitation of Your legal remedies: COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO ITS SERVICES, MATERIALS, AND FACILITIES PROVIDED PURSUANT TO THIS AGREEMENT OR VIA THE WEBSITE. COMPANY FURTHER PROVIDES ALL SERVICES, INCLUDING ACCESS TO AND USE OF THE FACLITIES AND SERVICES IN AN “AS IS” CONDITION. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, RELEASEES SHALL NOT BE LIABLE TO YOU, OR TO ANY OTHER PARTY—INCLUDING YOUR GROUP (IF APPLICABLE)—FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN ANY MANNER FROM THE ACTIVITIES CONTEMPLATED BY THIS AGREEMENT, WHETHER UNDER CONTRACT, TORT, OR ANY OTHER CAUSE OF ACTION, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS.
- Use of Kingdom Trails Conference Room—Terms for meeting room use: If You have booked use of the Kingdom Trails Conference Room (“KTCR”), You, on behalf of yourself and all other users of the KTCR (“Group”), agree to the following: a. As part of the Fees for use of the KTCR, You and the Group will have access to the various equipment in the room. You are responsible for any and all damage to the equipment, including (without limitation) the chairs, table, conference phone and television, whether caused by You or the Group. b. You are not permitted to bring more than 20 people, the total Group, into the Facilities to use the KTCR. c. Your rental of the KTCR does not entitle You or the Group to use of the other Services without payment of the related Fees, detailed on the Website. d. No alcoholic beverages or non-prescription drugs, or illegal drugs (including any form of cannabis/marijuana) or substances are permitted in the KTCR or the Facilities. e. You agree to have and maintain, at Your or the Group’s sole expense, Commercial General Liability Insurance in a minimum amount of one million dollars ($1,000,000) per occurrence and three million dollars ($3,000,000) general aggregate. f. In addition to the indemnification terms of § 7 of this TOU, You agree to further indemnify and hold Company harmless from any damages, claims or liabilities caused by or suffered by Your Group or any individual member thereof, or any damages, claims or liabilities arising out of the Group’s access to or use of the KTCR or Facilities, unless such damage, claim or liability is caused by the Company’s gross negligence.
- Legal terms: a. If any one or more of the provisions of this TOU shall be invalid or unenforceable, the remainder of this TOU shall not be affected, and each remaining provision shall be valid and enforceable. b. No delay or omission on the part of Company in exercising any right under this TOU, any applicable Membership Agreement, or any other agreement between You and Company shall operate as a waiver of such right or of any other right of Company, nor shall any waiver of such right or rights on any one occasion be deemed a bar to, or waiver of, the same right or rights on any future occasion. The acceptance by Company of any payment, or of a sum less than is due, shall not be construed as a waiver of any of Company’s rights unless such waiver is in writing. c. Company reserves the right to amend the terms of this TOU from time to time and at its sole discretion, without Your consent. d. In the event of a conﬂict between the provisions of this TOU and the policies and terms included in a separately signed Membership Agreement, or listed on the Website, this TOU shall control. e. You may not attempt to assign, sell, lease or sublease Your rights and obligations under this TOU or any applicable Membership Agreement to any party. f. The headings (indicated by underline) in this TOU are provided for convenience only and shall not be used to construe meaning or intent. g. This TOU, any applicable Membership Agreement, and the policies and terms listed on the Website, supersede all prior agreements, whether written or oral, between the parties with respect to the involved subject matter, and there are no promises, agreements, conditions or understandings, except as herein set forth. h. This TOU, any applicable Membership Agreement, and the policies and terms listed on the Website, shall be governed by and construed in accordance with the laws of the State of Vermont, without giving effect to principles of conﬂict of laws that would require the application of any other law. The venue for any legal proceeding relating to this agreement shall be in the Civil Division of the Vermont Superior Court, Washington Unit.
GENERAL TERMS No Discrimination: Company does not discriminate because of race, color, national or ethnic origin, age, religion, disability, sex, sexual orientation, gender identity and expression, or veteran status and seeks at all times to promote an inclusive and respectful community. In both in-person and electronic interactions, Company requests that members behave respectfully, courteously, and professionally to fellow members. No discrimination, harassment, or hate speech shall be tolerated. Drug & Alcohol Use; Illegal Activity: Company operates a non-smoking Facility. The use of drugs, alcohol or any other substances impairing your ability to use any of Company’s equipment is expressly forbidden. All illegal activity (including use of cannabis in any form) is strictly prohibited. The use of drugs or alcohol or participation in illegal activity is grounds for immediate removal from the premises. We may occasionally allow events to be hosted at our facility where alcohol is served. Food: Under no circumstances may food be stored in the shared spaces at the facility. Any food found in the shared spaces will be discarded. Community: Company seeks to maintain an active community, as this best serves our members. We invite you to make full use of your membership opportunities. Please note, however, that if you do not regularly visit our facilities, we reserve the right to terminate your membership. Guests: You may invite non-member guests to the facility, but they are not permitted to use our equipment or interfere with our members’ use of our facilities. Anyone desiring to make use of our facility must become a member of Company. If you invite a guest into Company’s facilities, you will be responsible for any damages or consequences arising from his or her actions. Company reserves the right to refuse entry to any guests or ask guests to leave our facility for any reason. Contact Information and Emergency Contact: For your safety, you must notify Company of any changes to your contact information, including your emergency contact person and that person’s contact information. As a condition to your access to the Company’s facilities, you agree to keep your contact information (including emergency contact information) current at all times. Questions? Please contact the [___________________] at [_________________].