KOLLEKTIV’S TERMS & AGREEMENT

 

We are the workspace provider for services listed in your Purchase Summary. You are agreeing to subscribe to the membership access level, number of visits per month and additional service packages listed in the Purchase Summary. We provide access to our workspace pursuant to the following terms: 

 

1. THE BENEFITS OF MEMBERSHIP

 

a.     Access to Shared Workspace in Common Areas

We will provide shared workspace on a first-come-first-served basis, and subject to prior reservation.  You will be granted access to the common areas during regular business hours only. Your use of the workspace is at all times subject to this Agreement and our House Rules (see section 5 below). If you are reserving a dedicated desk or private office, you will have additional access rights for after-hours use of the workspace on the second and third floor of the building.

 

We will provide online account management credentials to access our online meeting room and desk space reservation system.  

 

b.     Additional Services

We will provide the services associated with the service packages you have subscribed to beginning on the Agreement Start Date.   You will be responsible for payment for use of meeting room charges and other services you choose to use in the workspace at our then current member prices.

 

c.     Your Business Activity

You must only use the workspace for business purposes. Retail, medical or therapeutic uses, involving frequent visits by members of the public, are not permitted. You must not use the name Kollektiv in any way in connection with your business.

 

d.     Your Name and Address

You may not post any signs anywhere in the workspace.  You may not use our address as your business address or mailing address unless you are reserving a private office or have purchased monthly mail handling service.

 

e.     Our Access to Your Assigned Accommodation

We can access your assigned workspace accommodation at any time. However, unless there is an emergency we will as a matter of courtesy try to inform you in advance when we need access to carry out testing, repairs other than routine inspection, cleaning and maintenance. We will also respect security procedures to protect the confidentiality of your business.

 

f.      Availability and Reservations

Kollektiv contains conference rooms that may be reserved by members on a first-come-first-served basis.  You must make all bookings for reservable workspaces through our online account management. If for any reason we cannot provide the conference rooms at the time you request, we will have no liability to you for any loss or damages.  

 

2. OUR MEMBERS

 

a.     Upon Becoming a Member

Prior to receiving your online account management credentials and door access, you must attend a new member orientation to receive instruction on use of the workspace. 

 

3. MEMBERSHIP FEES; PAYMENTS

 

a.     Duration and Rate Guarantee

The term of your membership is selected on the Purchase Summary. Generally, the membership is a month-to-month membership.  However, to reserve a dedicated desk or private office you must select a fixed term membership.  

 

Under the month-to-month membership, the standard monthly access fee stated in the Purchase Summary is guaranteed for 30 days from the Agreement Start Date.  Thereafter, the standard monthly access fee shall be equal to the then current market price for the month-to-month membership level.  

 

Under the fixed term membership, the standard monthly access fee is for the period of the fixed term.  Thereafter, the standard monthly access fee shall be equal to the then current market price for your membership type and will be a month-to-month arrangement.

 

b.     Payment of Membership and Additional Service Fees

The standard membership access fee and service packages are payable in advance, in full on the 1stday (or such other day as we designate) of each month. You agree to pay promptly (i) all sales, use, excise and any other taxes we are required to collect from you to pay to any governmental authority and (ii) any local taxes we are required to collect that are attributable to your workspace accommodation.

 

Fees for additional, ala carte services are invoiced in accordance with our rates published from time to time and payable on the 1stday (or such other day as we designate) of the month following the calendar month in which the additional services were provided.  The standard fee is payable for every day that your Agreement is in effect, including Saturdays, Sundays and public holidays.

 

For monthly recurring charges, you must authorize us to receive payment via checking account ACH, Electronic Funds Transfer (EFT), Credit or Debit Card on the 1st day of each month.    

 

c.     Security Retainer

We will hold the security retainer as shown on your Purchase Summary as a security for performance of all your obligations under your Agreement. The security retainer, or any balance after deducting outstanding fees, and other costs due to us, will be returned to you as soon as you have settled your account with us. We may require you to pay an increased deposit if outstanding fees exceed the security retainer held.  If you have reserved a dedicated office, then you are responsible for restoring the office to the condition to the condition in which you received it, ordinary wear and tear excepted.

 

d.     Late Payment

If you are past 5 days of the due date, we will charge a late fee equal to 10% of the outstanding balance and interest at 18% per annum on uncollected balances thereafter. In addition, by giving you 5 days’ notice, we may deny you access to Kollektiv and its workspace.  If you dispute any part of an invoice you must do so in writing no later than 10 days from the due date.   You must pay any amount not in dispute by the due date.   You will pay a fee of $35.00 for the return of any payment for insufficient funds.

 

4. TERM & TERMINATION

 

a.     Suspension of Services

We may, by giving you notice, suspend the provision of services (including access to the workspace) for reasons of political unrest, strikes, or other events beyond our reasonable control, in which event payment of the standard fee will also be suspended for the same period.

 

b.     Bringing Your Agreement to an End

Except for a fixed term membership, either of us may terminate your Agreement upon 30 days written notice. There is no partial month proration. Under a fixed term membership, you may terminate your Agreement early upon 30 days written notice provided you pay an early termination charge.  The early termination charge is an amount equal to (i) 75% of your current monthly membership access fee times (b) the remaining months (including partial month) under your fixed term membership.  The early termination charge must be paid within 10 days of our issuance of an invoice showing the earlier termination charge due. 

 

c.     Ending Your Agreement Immediately

We may put an end to your Agreement by giving you notice if: (i) you become insolvent, go into liquidation or become unable to pay your debts as they fall due; (ii) you are in breach of one of your obligations which cannot be cured, or we have given you notice to cure and you have failed to cure within 14 days of that notice; or (iii) your conduct, or that of your guest or invitee is determined by us, in our sole discretion, to be unsafe or potentially harmful to you, us, other members or guests, or is damaging to the reputation of Kollektiv.

 

If we put an end to your Agreement for any of these reasons it does not put an end to any then outstanding obligations, you may have.  You must immediately: (i) pay for additional services you have used; (ii) pay the standard fee for the remainder of the period for which your Agreement would have lasted had we not ended it; and (iii) indemnify us against all costs and losses we incur as a result of the termination.

 

d.     If Kollektiv Is Not Available

In the event that we are no longer able to provide the services and workspace at Kollektiv as stated in your Agreement then your Agreement will end, and you will only have to pay standard access fees up to the date it ends and for the additional services you have used. 

 

e.     When Your Agreement Ends

If you leave any of your own property in the workspace, we may dispose of it in any way we choose without any liability to you and may retain any proceeds of sale from disposition of such property.

 

f.      Notices

All notices required under this Agreement must be in writing.

 

g.     Confidentiality

The terms of your Agreement are confidential. Neither of us may disclose them without the other’s consent unless required to do so by law or an official authority.

 

5. HOUSE RULES

 

a.     Comply with Kollektiv Member Rules

You must comply with our House Rules as a Kollektiv member, as well as any guests and invitees you bring into the workspace. We may set these rules at our sole discretion to promote health and safety, security, well-being, hospitality, community or to otherwise improve the experience we are delivering.  The current House Rules are available at http://kollektivco.com/member-rules/.

 

b.     Taking Care of Our Property

You must take good care of all parts of the workspace, its equipment, fittings and furnishings, which you use. You must not alter any part of it. You are liable for any damage caused by you or those in the workspace with your permission or at your invitation.

 

c.     No Outside Furniture and Equipment

You may not install any furniture or workspace equipment, signage, cabling, IT or telecom connections without our consent, which we may refuse at our absolute discretion.

 

d.     Entry Cards, Keys and Security

Any entry cards, keys or passwords which we issue to you or let you use, remain our property at all times. You must not take any copies of them or allow anyone else to use them without our consent. Any loss must be reported to us immediately. If you are permitted to use the workspace outside normal working hours, it is your responsibility to lock the doors and turn off the lights to your reserved accommodation and to the workspace when you leave.   For your personal security, and for quality assurance purposes, we may maintain video surveillance in common areas and entryways to the workspace and maintain a record of all entry and exits.

 

e.     Comply with the Law

You must comply with all relevant laws and regulations in the conduct of your business.  You must not do anything that may interfere with the use of the workspace by us or by others, cause any nuisance or annoyance, cause an increase to the insurance premiums we have to pay or cause loss or damage to us or to the owner of any interest in the building which contains Kollektiv. You acknowledge that (i) the terms of the foregoing sentence are a material inducement to us for the execution of your Agreement and (ii) any violation by you of the foregoing sentence shall constitute a material default by you under your Agreement, entitling us to terminate your Agreement.

 

6. ADDITIONAL TERMS

 

a.     Insurance

It is your responsibility to arrange insurance for your own property, which you bring into the workspace, and for your own liability to your employees and to third parties.  If you have reserved a dedicated office, then you must maintain, at your expense, a general liability insurance that provides comprehensive liability coverage in an amount not less than $1,000,000 per occurrence and aggregate.  Upon request, you must furnish Kollektiv with proof of such coverage, including a certificate of insurance showing Kollektiv as an additional insured under the policy.  We are not responsible for loss or damage to any of your personal items, work product or vehicle parked at the building or while using the workspace.

 

b.     Our Liability

We are not liable for any loss as a result of our failure to provide a service as a result of mechanical breakdown, strike, delay, failure of staff, termination of our interest in the building containing Kollektiv or otherwise unless we do so deliberately or are grossly negligent. We are also not liable for any failure until you have told us about it and given us a reasonable time correct the issue. You agree that we will not have any liability for any loss, damage or claim which arises as a result of, or in connection with, this Agreement and/or your use of the services except to the extent that such loss, damage, expense or claim is directly attributable to our deliberate act or our gross negligence.  IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOST PROFITS OR LOSS OF DATA OR INFORMATION OF ANY KIND, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL OUR LIABILITY TO A MEMBER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO US UNDER THIS AGREEMENT DURING THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THAT THE CAUSE OF ACTION GIVING RISE TO SUCH LIABILITY FIRST ACCRUES. We strongly advise you to insure against all such potential loss, damage expense or liability.

 

c.     Employees

While your Agreement is in force and for a period of six months after it ends, you must not solicit or offer employment to any of our staff. If you or an entity affiliated with you hire our staff, we estimate our loss at the equivalent of one year’s salary for each of the employees concerned and you must pay us a fee equal to that amount upon our notice to you.

 

d.     Indemnification

You shall indemnify, defend and hold us and our officers, directors, agents and employees harmless from and against any expense (including reasonable attorneys’ fees), loss, claim, damage or penalty associated with any third party claim to the extent arising out of or relating to (i) any breach by you of your obligations under this Agreement or (ii) any negligence or misconduct by you in performance of your obligations under this Agreement.

 

e.     Data Protection

You agree that we may process, disclose or transfer any personal data, which we hold on or in relation to you provided that in doing so we take such steps as we consider reasonable to ensure that it is used in accordance with our privacy policy and local laws governing personally identifiable data, but only (i) to fulfil our obligations under this Agreement; (ii) for work assessment and fraud prevention; (iii) to make available information about new or beneficial products from us; or (iv) for services offered by other organizations, which we consider, may be of interest to you, unless you opt out in writing. The Privacy Policy is available at http://kollektivco.com/privacy-policy/

 

f.      Applicable Law

This Agreement is interpreted and enforced in accordance with the laws of the state of Ohio. We both accept the exclusive jurisdiction of the courts of Ohio.

 

7. MISCELLANEOUS

 

a.     The Nature of the Agreement

This Agreement is the commercial equivalent of a club membership. The entire workspace remains Kollektiv’s property and in our possession and control. You acknowledge that this Agreement creates no tenancy interest, no leasehold estate nor other real property interest in your favor with respect to the workspace. We are licensing you only the right to share the use of the workspace so that we can provide the services to you. This Agreement is personal to you and cannot be transferred to anyone else. However, we may transfer the benefit of your Agreement and our obligations under it at any time.

 

b.     Subordination

Your Agreement is subordinate to our lease with our landlord.  Furthermore, your Agreement is subordinate to any other agreements to which our landlord’s interest in the building and our leasehold is subordinate.

 

 

 

UPDATED: February 15, 2015