Terms and conditions

Terms and Conditions

The following Terms and Conditions govern the use of the Space made available by Space&Co.. The terms and conditions constitute a legal document that is an agreement between you and us. By accessing and using the Space, you agree to be bound by the Terms and Conditions.

Membership

On and from the Start Date and in consideration of the Membership Fee, you will receive:

a membership to Space&Co.;

subject to your selected Member Category, the Services; and

a non-exclusive licence to occupy the Space strictly for the use as a commercial office for the Term.

You acknowledge and agree that:

you will occupy the Space as a licensee and that no relationship of landlord and tenant is created between you and us by this arrangement;

we retain control, possession and management of the Space and you have no right to exclude us; and

we shall be entitled at any time on giving reasonable notice to require you to transfer to a comparable area elsewhere within the Space.

What you must pay us

You must pay us the Membership Fee and any other monies owed to us, monthly in advance.

We will issue you a tax invoice for all payments due under your Membership on a monthly basis.

We will only accept payments by direct debit.

The Membership Fee and any other fee payable under this agreement may be subject to review each calendar year. You will be notified in writing at least 2 months prior to any increase.

If you are late in paying us any money we may charge daily interest on it at a rate of 20% per annum from the day it was due.

If you use the Space more than you are entitled by your Member Category we may charge you extra hours at a rate of $20 per hour plus GST.

You may otherwise elect to upgrade your Member Category.

Despite any other provision of this agreement, if a goods and services tax or similar value added tax (GST) is imposed on any supply made under or in accordance with this agreement, the amount you must pay for that supply is increased by the amount of that GST.

If either you or we prove an error in any money charged, we must correct it and make any necessary adjustment in your next monthly statement (or as soon as possible if your Membership has expired).

Bond

If the terms of your membership form include a Bond then, on or before the Start Date, you must provide us with a Bond.

The Bond will be held by us and applied in circumstances where you are in breach of this agreement, including if you:

fail to pay any money to us by the due date or comply with the terms of this agreement; or

cause or contribute to any damage to our property or the Space.

Provided that you are not in breach and have otherwise complied with this agreement, we will return the Bond to you at the later of the end of the Term and upon cessation of your Membership.

Access

A swipe card is needed by all Members to access the Space. Any swipe cards provided to you must be returned to us at the end of the Term or upon cessation of your Membership.

The replacement of a lost swipe card or the failure to return a swipe card at the end of the Term will incur a fee payable by you to cover the cost of replacing the swipe card.

Meeting and event spaces

Standard communal meeting rooms and booths in the Space are available to you for no additional charge. Please understand these are shared resources for all members of the Space. You may need to book early to ensure they are available and we ask that you use them in a way that is fair to other members.

Premium rooms and event spaces are available at a discounted rate. A cancellation charge may apply if you do not advise us of changes to your booking within the time frames applicable to the meeting room or event space you book. Any cancellation fees will be outlined when you make your booking.

Maintaining the Space and your property

You must keep the Space (including your workstation, private office or meeting room) clean and tidy and in good repair, order and condition. Any damage that you cause while using and occupying the Space will need to be paid for at the time of damage or upon inspection during the notice period at the end of the Term.

You must not alter the Space in any way or bring in your own equipment without our prior consent.

You must not do anything that is or may be dangerous, annoying, nuisance or offensive or that may interfere with other occupiers of the Space.

You must conduct your business in a legitimate and professional manner.

You must have insurance

You must keep current all insurances you are required by law to hold. You should make your own contents insurance arrangements for your property.

You occupy and use the Space at your own risk.

We maintain a public liability insurance policy that covers the Space. This insurance cover does not extend to you. We do not provide insurance against loss of business, loss of income, loss of opportunity or loss of contents.

Risk, release and indemnity

Your use and occupation of the Space are at your sole risk, cost and expense extent that the risk, cost or expense is caused by our negligence or by a breach by us of our obligations under this agreement.

You release us from any all actions, claims, demands, costs and expense arising from any damage, loss, death or injury occurring in the Premises, the building or on the land, except to the extent that this is caused by our negligence or by a breach by us of our obligations under this agreement.

You indemnify us against any actions, claims, demands, costs and expense we suffer or incur arising out of or in connection with:

your act, omission, default or negligence;

your use and occupation of the Space or the building;

damage to the Space, the building or the land;

any accident on or about the Space; and

work health and safety,

**except to the extent that this is caused by our negligence or by a breach by us of our obligations under this agreement.

Our liability for any action, claim, demand, cost and expense made by you is limited to the amount of fees paid by you in the 12 months preceding the date on which the claim in question arises.

Default

If you fail to:

pay any amounts due; or

comply with your obligations under this agreement, we may give you a notice and at least 14 days to remedy.

If:

you do not remedy it as required or if the default is not capable of being remedied; or

an order is made or resolution is passed to wind you up; or

an administrator or receiver is appointed to you; or

any act or event mentioned in section 461(1)(a) to (k) of the Corporations Act 2001 occurs in relation to you.

Then we may do any one or more of the following:

end the Membership;

recover from you any loss, cost, expense, liability or damage we suffer or incur arising from or in connection with your breach;

remedy the breach at your cost; or

exercise any of our other legal rights.

No assignment, transfer or sub-licence

The Membership and the right to occupy the Space is personal to you. You must not assign, transfer, grant any sub-licence or part with or share possession of the Space or the rights granted to you under the Membership.

Etiquette

The etiquette guidelines (which can be obtained from management upon request) govern the use of the Space and are part of this agreement. We may change the rules as we think is necessary or desirable but any change must be for the good management of the Space.

You must obey the law

You must obey all laws or requirements concerning the Space or this agreement.

When the Membership ends

Notwithstanding any clause in this agreement we may at any time upon giving you at least 14 days’ notice, end this Membership. If your Membership is terminated under this clause you will be entitled to a pro-rata rebate of the Membership Fee arising out of the termination, but no compensation.

You may end this Membership by providing us with no less than 28 days prior notice to the day you wish the Membership to end. The unused portion of your Membership Fee is non- refundable.

If your Membership is a specific term and you choose to conclude it prior to the end date all Membership fees for the full term must be paid.

Subject to clause 9.1, we may terminate this Membership immediately if any monies due to us remain unpaid or if your failure to comply with an obligation is not remedied or cannot be remedied.

At the end of the Term or earlier upon cessation of your Membership, you must:

immediately vacate the Space;

return your access card; and

make sure all your property is immediately removed. Anything left in the Space after at the end of the Term or cessation of the Membership becomes our property and we may keep it, store it or remove and dispose of it at your cost.

Variation or modification of the Terms and Conditions

We may modify, add, or delete portions of the terms of this agreement from time to time. If we do this, we will notify you of the changes made to the terms of this agreement and will indicate the date these terms were last revised.

Any changes to the terms of this agreement will become effective seven (7) days after the date we notify you of the changes. If you do not agree to abide by the terms of this agreement, you are not authorised to use, access (or continue to use or access) the Space.

Things out of our control

We understand that sometimes events happen that are out of our control and that such events could stop either party from complying with the terms of this agreement. These include things like strikes, lock outs, accidents, war, fire or the delay or failure in manufacture, production, or supply by third parties of equipment or services. In such cases both parties agree that the other party will not be liable for any delay or failure to comply with this agreement. We both agree that we will use reasonable endeavours to rectify any failure to comply as soon as possible following the event occurring.

Your company logo

You acknowledge and agree that we may use your company logo:

in connection with the management of and dealings with the Space including marketing; and

to facilitate our internal business operations including fulfilment of legal requirements and confidential systems maintenance and testing.

Confidentiality and privacy

Respect is critical to our relationship. Any confidential information you give us, or we give you, remains confidential. We will not sell or give details about you to other organisations or marketing companies and ask that you do not share our information or the information of other Members without their consent.

When using the Space or dealing with other Members of the Space you must respect the privacy and legal rights of other Members. You must not disclose any confidential information made available to you through the Space.

Whilst we will endeavour to provide adequate measures of security in respect of confidential information or documents. We do not warrant or represent that whilst you are using the Space your information or documents will remain confidential or secure.

We are not responsible for any harm that you or any person may suffer as a result of a breach of your In these Terms and Conditions, unless contrary intention appears:

agreement means these terms and conditions of this agreement together with any annexure, schedule and attachments, as varied from time to time.

Bond means an amount equal to three (3) months Membership Fee to be held as security during the term of your Membership.

Member category means the member category described in Annexure A attached to this agreement.

Member means a person who signs up as a member to Space&Co. and accepts these Terms and Conditions.

Membership means a Member’s rights under this agreement to access and use the Space.

Membership fee means the fee payable by you determined by the Member Category selected by you as varied from time to time.

Services means the services described in Annexure A attached to this agreement.

Space means the relevant Space&Co. premises and includes our fixtures, fittings, furnishings, plant and equipment at any time in the Space.

Start date means the date that you register as a Member.

Term means the period commencing on the Start Date and ending upon termination in accordance with clause 9 of this agreement.

we, us, our means GPT Management Holdings Pty Ltd ABN 113 510 188 (trading as Space&Co.) and, where relevant, it includes our manager or agent that may be appointed by us from time to time, employee or any person we authorise.

you, your means the Member, and where relevant includes your employee, agent or any person you allow on the licensed area or the building.

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