Terms and Conditions for Dedicated Desk - 5 Days/Month
LICENSE AGREEMENT TERM SHEET FOR OFFICE USE (Dedicated Desk)
- HOST: KNOWN COWORKING, LLC, hereinafter called “Host” or “Known”
- MEMBER: As described in the booking system, hereinafter called “Member Member”
- Name, telephone number and email address of Member: As described in the booking system
- Move-in date: As described in the booking system
- Payment start date: As described in the booking system
- Term of license: Date license expiring on (6 months from the day the contract starts)
- Area of Use: License for exclusive 24-hour, seven days per week use of one desk “the Accommodation(s)” located at 139 Orange St., Fourth Floor New Haven, CT (“the Coworking Space”). A more particular description of the space and/or dedicated desks is attached hereto as Exhibit A.
- Office purpose
- Six month Membership Fee: As described in the booking system
- Monthly Membership Fee: As described in the booking system
- Security Deposit: N/A
- Additional Amenities: The Member understands that they are entitled to shared amenities such as utilities, high speed internet, kitchen, coﬀee/tea, black and white printing, common spaces, as well as selected weekly events
- Meeting Rooms: Member is entitled to a 50% discount over non-member price as referred to in our booking system. Meeting rooms can be booked through our booking system up to four weeks in advance of the meeting and may be cancelled for a fee of 100% of the cost if cancelled within 5 business days of the day of the booking. . Meeting room credit hours do not accumulate or carry over from previous months.
- Promotion and Branding: The Member will permit the Host to use its name, logo and photo in promotional materials and to others and identify its association with KNOWN. The Member is required to adopt the following standard for the presentation of its address: Name of Project/Business/Organization @KNOWN COWORKING 139 Orange Street, Fourth Floor New Haven, CT 06510
- All members are required to read through the Membership Handbook and go through an onboarding orientation in order to become familiar with the mission, policies and culture of KNOWN.
- Members shall review and sign the License Agreement for Serviced Office Space Agreement and the Membership Handbook which documents are included by reference and made a part of this License Agreement Term Sheet. EXHIBIT A As described in the booking system
KNOWN COWORKING, LLC
LICENSE AGREEMENT FOR SERVICED OFFICE SPACE
- NATURE OF THIS AGREEMENT: This agreement is a license for the use of office space (the “Accommodations”), given to you (the “MEMBER”) by Known Coworking, LLC (the “Host or Known”). THIS AGREEMENT DOES NOT CONSTITUTE A LEASE BETWEEN THE HOST AND THE MEMBER. THE PREMISES REMAIN IN THE EXCLUSIVE POSSESSION AND CONTROL OF THE HOST AND THE MEMBER ACKNOWLEDGES THAT THIS AGREEMENT CREATES NO TENANCY INTEREST OR LEASEHOLD IN FAVOR OF THE MEMBER WITH RESPECT TO THE ACCOMMMODATIONS. THIS LICENSE MAY BE REVOKED AT THE WILL OF THE HOST. The Host is giving the MEMBER the right to share with the Host the use of the Accommodations within the Coworking Space on these terms and conditions, as may be supplemented by the Host. Absolute control of the Accommodations remains in the Host. This License Agreement cannot be transferred or assigned by the MEMBER to anyone else without the consent of the Host. The Host will not unreasonably withhold consent of the assignment of this License Agreement.
a. HOUSE RULES: The MEMBER must comply with any rules stated in this license agreement, the Known Member Handbook and any rules and regulations as may be imposed from time to time by the Host. b. AUTOMATIC RENEWAL: This license agreement expires on the date specified on the License Agreement Term Sheet and then, unless cancelled or notified in writing by member before expiration, will be automatically extended for successive periods equal to the current term.All periods shall run to the last day of the month c. CANCELLATION: THIS LICENSE MAY ONLY BE CANCELLED BY THE WRITTEN APPROVAL OF THE HOST IN THE EVENT MEMBER ABANDONS THE ACCOMODATIONS PRIOR TO THE EXPIRATION OF THE LICENSE TERM OR OTHERWISE FAILS TO COMPLY WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN MEMBER SHALL BE LIABLE TO HOST FOR THE UNPAID MONTHLY MEMBERSHIP FEES AND ANY OTHER FEES DUE AND OWING THE HOST THROUGH THE BALANCE OF THE LICENSE TERM. d. THE MEMBER MAY ONLY CANCEL DURING THE FIRST MONTH OF THE INITIAL TERM OR DURING THE FIRST MONTH OF ANY RENEWAL TERM. 2. REVOCATION OF LICENSE: The Host may revoke this License Agreement immediately and without notice if (a) the MEMBER fails to pay the Membership Fees when due, (b) becomes insolvent or declares bankruptcy, or (c)the MEMBER is in breach of its obligations which cannot be remedied or which the Host has given the MEMBER notice to remedy and which the MEMBER has failed to remedy within fourteen (14) days of that notice, or (d) the MEMBER’s conduct, or that of someone at the Coworking Space with MEMBER’s permission, is in violation of this license agreement, the Known Member Handbook or any adopted rules and regulations. Any such violation shall be determined in the sole judgment of the Host. If the Host revokes this license or otherwise terminates this agreement, MEMBER will remain responsible for any of its outstanding obligations, including but not limited to the monthly Membership Fee for the remainder of the period for which this agreement would have lasted if the Host had not ended it.
a. Delivery of the Coworking Space and the Accommodations: In the event the Host is unable to provide the services to the MEMBER or provide the Accommodations at the Coworking Space to the MEMBER, then this license agreement will terminate and the MEMBER will be responsible for only the Membership Fees and service fees through the date in which it ends.
- CHARGES: The Host is not responsible for any property left in the Accommodations or in the Coworking Space and such property may be disposed by the Host in its discretion.
a. Confidentiality: The terms of this license agreement are confidential and may not be disclosed by either party for a period of 3 years after to its expiration. b. Notices: All notices must be in writing, which may include e-mail or text message and delivered to the addresses listed for the MEMBER and the Host on the License Agreement Term Sheet. c. Solicitation: The MEMBER shall not solicit or offer employment to any of the Host’s employees working at the Coworking Space. This provision shall remain in effect for a period of 1 year after expiration of this license agreement. d. Applicable law: This license agreement shall be governed by and construed in accordance with the laws of the State of Connecticut.
a. Office Services: The Host will provide the services described in this license agreement, the License Agreement Term Sheet and the Known Member Handbook. The Host reserves the right to charge additional fees to MEMBER should MEMBER request additional services.
b. Internet: The Host maintains internet security protocols but the Host does make any representations as to the security of the Host’s network or the internet or of any information that the MEMBER places on it. THE HOST SHALL NOT BE RESPONSIBLE FOR ANY LOSS OF DATA, HACKING OR ANY OTHER INTERNET PROBLEMS EXPERIENCED BY THE MEMBER AND ADVISES THE MEMBER TO EMPLOY THE APPROPRIATE SECURITY MEASURES (e.g., ENCRYPTION) NECESSARY TO PROTECT MEMBER’S COMMUNICATIONS AND WORK PRODUCT. The Host cannot guarantee the continuous availability of the Host’s network or the internet. The Host shall take whatever reasonable actions are necessary to restore use of the internet should service be interrupted and after receiving notice from the MEMBER.
c. Availability of Accommodations: In the event the Host cannot deliver the Accommodations to MEMBER at the beginning of the license term as set forth in the License Agreement Term Sheet, the Host shall not be liable to MEMBER for any loss or damages but in such case, the MEMBER may cancel the license agreement at no charge to MEMBER. The Host may delay the start of this license agreement provided it furnishes the MEMBER with temporary comparable Accommodations.
d. Office Equipment: The MEMBER shall not install any cables, wires or telecommunications connections without the Host’s consent. MEMBER must permit the Host to oversee any installations (for example IT or electrical systems) and to verify that such installations do not interfere with the use of the Accommodation by other MEMBERs or the Host or any landlord of the building. e. Insurance: It is the MEMBER's responsibility to provide insurance coverage for its own and for its own liability to its employees and to third parties. The Host strongly recommends that the MEMBER put such insurance in place.
- USE OF THE ACCOMMODATION(S):
a. The MEMBER may only use the Accommodations for the office purposes identified in the License Agreement Term Sheet. The License Agreement Term Sheet and Known Member Handbook are made a part of this license agreement as if fully set forth herein. b. Use of the Accommodations for retail or medical services or any services involving frequent visitation by the general public is strictly prohibited and will result in the immediate revocation of this license agreement. The MEMBER may not engage in a business that competes with the Host’s business of providing serviced office space. c. The MEMBER may only conduct business in the name stated on the License Agreement Term Sheet or such other name if approved by the Host. e. The MEMBER may use the Coworking Space address as its business address. Any other uses are prohibited without the Host’s prior written consent. f. The MEMBER will permit the Host to use its name in promotional materials and to others and identify its association with KNOWN. The MEMBER is required to adopt the following standard for the presentation of its address: Name of Project/Business/Organization @KNOWN, 139 Orange Street, Fourth Floor,New Haven, CT 06510.
COMPLIANCE WITH APPLICABLE LAWS: a. The MEMBER must comply with all municipal, state and federal laws in the conduct of its business. The MEMBER must do nothing illegal in connection with its use of the Accommodations(s) or the Coworking Space. The MEMBER must not do anything that may interfere with the use of the Coworking Space by the Host or by others, (including but not limited to political campaigning or immoral activity), cause any nuisance or annoyance, increase the insurance premiums the Host has to pay, or cause loss or damage to the Host (including damage to reputation) or to the owner of any interest in the building which contains the Accommodation(s) the MEMBER is using. If the Host determines, in its sole and absolute discretion, that MEMBER is engaging in any of the foregoing activity, the Host may revoke this license without notice to MEMBER. b. The Host may collect and process personal information of the MEMBER to administer contractual relationship, ensure compliance with applicable laws and regulations, and enable the Host to provide its services and to manage its business. The MEMBER acknowledges and accepts that such personal information may be transferred or made accessible to all entities of the Host's group, for the purposes of providing the services herein and for no other purpose.
LIABILITY OF THE HOST:
a. Loss or damage to MEMBER: The Host is not liable to the MEMBER for any loss or damage the MEMBER suffers in connection with this license agreement, with the services provided by Host or with the MEMBER's accommodation(s) unless the Host has acted deliberately or grossly negligent in causing that loss or damage. The Host is not liable for any loss as a result of the Host's failure to provide a service as a result of mechanical breakdown, strike, termination of the Host's interest in the building containing the Coworking Space or otherwise unless the Host does so deliberately or is negligent. In no event shall the Host be liable for any loss or damage until the MEMBER provides the Host written notice and gives the Host a reasonable time to remedy the alleged deliberate or negligent act. If the Host is liable for failing to providing the MEMBER with any service under this agreement, then subject to the exclusions and limits set forth herein, the Host will pay any actual and reasonable expenses the MEMBER has incurred in obtaining that service from an alternative source. If the MEMBER believes the Host has failed to deliver a service consistent with these terms and conditions the MEMBER shall provide the Host written notice of such failure and give the Host a reasonable period to deliver such service. b. Consequential and potential MEMBER losses: THE HOST WILL NOT IN ANY CIRCUMSTANCE BE LIABLE TO MEMBER FOR LOST BUSINESS, LOST PROFITS, LOSS OF ANTICIPATED SAVINGS, LOSS OF OR DAMAGE TO DATA OR PERSONAL INFORMATION, THIRD PARTY CLAIMS OR ANY CONSEQUENTIAL LOSS UNLESS THE HOST OTHERWISE AGREES IN WRITING. THE HOST STRONGLY ADVISES THE MEMBER TO INSURE AGAINST ALL SUCH POTENTIAL LOSSES, DAMAGES, EXPENSES OR LIABILITY. THE HOST SHALL NOT BE LIABLE TO THE MEMBER IN THE EVENT THE BUILDING IN WHICH THE ACCOMMODATIONS ARE LOCATED ARE NO LONGER AVAILABLE FOR USE BY MEMBER DUE TO A SALE OF THE BUILDING, THE EXPIRATION OF A LEASE OF THE BUILDING OR FOR ANY OTHER REASON. IN SUCH EVENT, THE HOST SHALL NOT BE RESPONSIBLE FOR FINDING A SUBSTITUE ACCOMMODATION FOR MEMBER OR FOR REFUNDING ANY FEES OR CHARGES PREVIOUSLY PAID BY MEMBER.
a. Payment: The Host will send all invoices electronically and the MEMBER will make payments via an automated method such as direct deposit, debit or Credit Card, unless another form of payment is offered to the MEMBER by the Host. b. Late payment: If the MEMBER does not pay Membership Fees when due, a fee of $75 will be charged for every month of such fee is remains unpaid. The Host reserves the right to withhold services including denying the MEMBER access to its Accommodation(s) while there are any outstanding Membership Fees or other fees owed by the MEMBER or if the MEMBER is in breach of this agreement. c. Insufficient Funds: The MEMBER will pay a fee of $50.00 for any returned check or any other declined payments due to insufficient funds. d. Standard services: The monthly Membership Fee and any recurring services requested by the MEMBER are payable monthly in advance. Unless otherwise agreed in writing, these recurring services will be provided by the Host at the specified rates for the duration of this license agreement including any renewal period. Where a daily rate applies, the charge for any such month will be 30 times the daily fee. For a period of less than a month the fee will be applied on a daily basis.
Assumption of the Risk and Waiver of Liability Relating to Coronavirus/COVID-19
The novel coronavirus, COVID-19, has been declared a worldwide pandemic by the World Health Organization. COVID-19 is extremely contagious and is believed to spread mainly from person-to-person contact. As a result, federal, state, and local governments and federal and state health agencies recommend social distancing and have, in many locations, prohibited the congregation of groups of people. KNOWN CoWorking has put in place preventative measures to reduce the spread of COVID-19; however, cannot guarantee that you will not become infected with COVID-19. Further, utilizing the KNOWN CoWorking spaces could increase your risk of contracting COVID-19. By signing this agreement, I acknowledge the contagious nature of COVID-19 and voluntarily assume the risk that I may be exposed to or infected by COVID-19 by utilizing the spaces and that such exposure or infection may result in personal injury, illness, permanent disability, and death. I understand that the risk of becoming exposed to or infected by COVID-19 at KNOWN may result from the actions, omissions, or negligence of myself and others, including, but not limited to, KNOWN employees, vendors and guests. I also acknowledge that I will follow all safety protocols enacted by KNOWN while utilizing the coworking spaces. I voluntarily agree to assume all of the foregoing risks and accept sole responsibility for any injury to my myself (including, but not limited to, personal injury, disability, and death), illness, damage, loss, claim, liability, or expense, of any kind, that I may experience or incur in connection with my attendance at the coworking space. On my behalf, I hereby release, covenant not to sue, discharge, and hold harmless KNOWN CoWorking, its employees, agents, and representatives, of and from the Claims, including all liabilities, claims, actions, damages, costs or expenses of any kind arising out of or relating thereto. I understand and agree that this release includes any Claims based on the actions, omissions, or negligence of KNOWN, its employees, agents, and representatives, whether a COVID-19 infection occurs before, during, or after participation in any coworking space usage.