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These General Terms and Conditions apply to Office/Co-Working, Virtual Office and Membership agreements for services supplied to you by Venture X.
1.1. The Member acknowledges and agrees that this Agreement does not convey to Member any rights of tenancy, leasehold estate, or any other real property interests with respect to the Premises or Member’s Space. Member shall have the right to the non-exclusive use of the Member’s Space in the Premises. Member’s right to use Member’s Space includes the right to use common space shared with other members and Venture X’s staff, including, but not limited to, the following: access to all Venture X affiliated locations’ common areas during standard business hours with available discounted services at such locations.
1.2. House Rules: The House Rules, which are incorporated into these terms and conditions, are in place and enforced to ensure that all clients have a professional environment to work in.
1.3. If for any reason Venture X cannot provide the Member’s Space or agreed to services as stated in the Membership Term’s Section of this Agreement on the Commencement Date (start date written in comments section), Venture X shall have no liability to Member for any loss or damage; provided, however Member may either move to another space available on the Premises (subject to availability), move to another Venture X affiliated location (subject to availability), delay the start of this Agreement,
or terminate this Agreement.
1.4. Automatic Renewal: This Agreement will renew automatically for the same period as the current term until it is ended by the member or Venture X with proper notice, as outlined below. All Agreements will have an end date on the last day of the month. Pricing on the auto-renewed Agreement will be reflective of the current deemed market rate. If you do not want to renew this Agreement, you can provide a notice, in writing via email, as described below prior to the conclusion of your notice period. When committing to any term length, the member shall not be able to terminate the Agreement earlier than the end date listed in the comments section of this agreement. You can renew your Agreement prior to your notice period and avoid the market rate auto renewal by providing notice of intent to renew. A signed renewed Agreement is required prior to the conclusion of your notice period to avoid the market rate auto-renewal. The Agreement will auto-renew at market rate without a new signed renewal Agreement for the same term length. Notice periods are as follows, based on Agreement term:
1.4.a Member’s Termination Notice.
• Month-to-Month Term: No less than 2 months’ notice (60 days) from the 1st day of any calendar month for private office space memberships, virtual, shared desk, semi-private dedicated desk, dedicated desk, and community memberships.
• 3 months Term: No less than 2 months’ notice (60 days) prior to the end of the term for any type of membership.
• More than 3 months Terms: No less than 3 months’ notice (90 days) prior to the end of the term for any type of membership.
• MEMBER CAN NOT RENEW MEMBERSHIP AGREEMENT PRIOR TO MEMBER NOTICE PERIOD AND AVOID THE MARKET RATE AUTO RENEWAL BY PROVIDING NOTICE OF INTENT TO RENEW. A SIGNED RENEWED LICENSE IS REQUIRED PRIOR TO THE CONCLUSION OF THE MEMBERSHIP NOTICE PERIOD. WITHOUT A SIGNED RENEWAL AGREEMENT PRIOR TO THE CONCLUSION OF THE MEMBERSHIP NOTICE PERIOD, MEMBER AGREES TO AUTO-RENEW TO MARKET RATE.
1.5. Venture X may elect not to renew license. If so, Venture X will provide you with notice via email using the same notice periods noted above.
1.6. If Venture X is permanently unable to provide the services and accommodation at the premises stated in your Agreement, Venture X will offer you accommodations at one of our other Venture X locations. In the unlikely event Venture X is unable to find alternative accommodation that is acceptable to you, your Agreement will terminate, and you will only have to pay monthly fees up to that date and for any additional services you have used.
1.7. Terminating an agreement immediately: Venture X may terminate your agreement immediately by giving you notice if (a) you become insolvent or bankrupt; or (b) you breach one of your obligations which cannot be cured, or which we have given you notice to cure and you have failed to do so within 14 days of that notice; or (c) your conduct, or that of someone at the Venture X location with your permission or invitation, is incompatible with professional office use and, (i) that conduct continues despite the notice that has been provided, or (ii) that conduct is conducive enough (in Venture X’s reasonable opinion) to warrant immediate termination; or (d) you are in breach of the “Compliance With Law” clause below. If Venture X puts an end to an Agreement for any of the reasons referred to in this clause it does not put an end to any of your contractual financial obligations, including, without limitation, for the remainder of the contract period would have lasted if Venture X had not terminated it.
1.8. When an Office agreement ends: When an Agreement ends you must vacate your office immediately, leaving it in the same state and condition as it was when you took occupancy of it. Upon your departure from your office or if you choose to move to a different office within the location, we will charge a fixed office restoral fee to cover normal cleaning and restoral fees. This office restoral fee will be charged at a minimum of $ 250 per office. In addition, Venture X reserves the right to charge additional reasonable fees for any additional repairs above and beyond normal wear and tear. If any property is left in your office, we have the right to dispose of this at your cost without any financial responsibility to you for any of its proceeds of sale. If you do not vacate the office space when an Agreement has ended, you are solely responsible for any use, loss, claim or liability we may incur because of your failure to vacate. Fees will be calculated by the day at a rate 15% higher than the market rate.
2.1. Business Operations: You may not operate a business that competes with Venture X’s business. You are only permitted to use the address of this Venture X location as your registered office address if it is permitted by both law and if Venture X has given you prior written consent (given the additional administration, there is an additional fee chargeable for this service). You must only use the accommodation for office business purposes. If Venture X decides that a request for any particular service is excessive, Venture X reserves the right to charge an additional fee. To ensure that Venture X provides a great working environment for all, Venture X asks you to limit any excessive visits by members of the public.
2.2. Accommodation
2.2.1. Alterations or Damage: As a member, you are liable for any damage caused by you, your company, your employees, or those visiting the Venture X location with your permission, whether express or implied, including but not limited to all employees, contractors and/or agents.
2.2.2. IT Installations: Venture X is very proud of our IT infrastructure and its upkeep. Any installation, cabling, IT, or telecom connections are prohibited without Venture X’s consent. Venture X has the right to refuse any of these services at our discretion. In addition, and only after Venture X provides consent for such installation you must also permit a Venture X representative to oversee any such installations (for example IT, Telecom, or electrical systems) and to verify that that such installations do not interfere with the use of the accommodation by other members, Venture X, or any landlord of the building. Fees for installation and removal will be at the member’s cost.
2.2.3. Use of the Accommodation: An agreement will list the office Venture X has allocated for you and your company’s use. You will have a non-exclusive right to the office(s) allocated to you. Occasionally to ensure the efficient running of the Venture X location, Venture X may need to allocate different offices to you, but it will be of reasonably equivalent size and Venture X will notify you with respect to such different accommodation in advance.
2.2.4. Access to the Accommodation: In order to maintain exemplary service, Venture X may need to enter your office and may do so at any time, including without limitation, in an emergency, for cleaning, mail and/or package delivery, and inspection or in order to resell the space provided you have given notice to terminate. Venture X shall always do its best to respect any of the reasonable security procedures to protect the confidentiality of your business.
2.3. Membership:
2.3.1. If You have subscribed to a Global Community Membership or other premium Agreement, you will have access to all Venture X locations to work within the common areas during standard business working hours with discounted member additional services.
2.3.2. Membership Usage: A Day Pass is measured in whole days and unused days cannot be carried over to the following month. A Community or Community Pro membership is not intended to be a replacement for a full-time workspace and all workspaces in communal areas must be cleared at the end of each day. You are always solely responsible for your belongings at Venture X location. Venture X is not responsible for any property left unattended. Should you choose to use more than your membership entitlement, you will be required to buy additional day passes. You may bring in 1 guest free of charge (subject to fair usage). Fair usage is defined as one guest (client or prospective client) coming for a short meeting of two hours or less. Any further guests will be required to purchase a day pass. Any employees or team members will be required to have a day pass. Day passes or only available during business hours. If an employee or team member would like to access the space after normal business hours, they must have a Community Pro, Dedicated Desk, Semi-Private Dedicated Desk, or Private Office Membership. If your office is for one person and you have a second person working in there, they will be required to obtain an additional membership. A meeting room also may be booked during business hours to give your additional guests access to use the space.
2.3.3. As a member, you may not use any other Venture X locations as your business address without an accompanying office or virtual office agreement in place with that other location. Any use of the Venture X address in such a way will result in an automatic enrollment in the Virtual Office product for the same term as your membership and you will be invoiced accordingly.
2.4. Compliance with 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 Venture X location by the staff or other members (including but not limited to political campaigning or immoral activity), cause any nuisance or annoyance, or cause loss or damage to Venture X (including damage to reputation) or to the owner of any interest in the building. If Venture X is advised by any government authority or other legislative body that it has reasonable suspicion that you are conducting criminal activities from the Venture X location, or you are or become subject to any government sanctions, then Venture X shall be entitled to terminate any and all of your agreements with immediate effect. You acknowledge that any breach by you, your company or your employees of this clause shall constitute a material default, entitling Venture X to terminate your agreement without further notice.
2.5. Data protection: You acknowledge that Venture X may collect and process personal data from you and your employees as strictly necessary to ensure compliance with applicable laws and regulations and to enable Venture X effectively to provide services to you. You acknowledge and accept that such personal data may be transferred or made accessible to other entities in the Venture X group, wherever located, for the purposes of providing the services, in each case in accordance with all applicable data protection legislation.
2.6. Employees: Both Venture X and you have invested a great deal in training of our respective employees therefore, neither of us may knowingly solicit or offer employment to the other’s staff employed in the Venture X location (or for 3 months after they have left their employment). To recompense the other for staff training and investment costs, if either of us breaches this clause the breaching party will pay upon demand the other the equivalent of 6 months’ salary of any employee concerned as liquidated damages.
2.7. Confidentiality: The terms of an 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. This obligation continues for a period of 3 years after an agreement ends.
2.8. Assignment: An agreement is personal to you and cannot be transferred to anyone else without prior consent from Venture X unless such transfer is required by law. However, Venture X will not unreasonably withhold our consent to assignment to an affiliate provided that you execute our standard form of assignment. Venture X may transfer any agreement and any and all amounts payable by you under an agreement to any other member of the Venture X group.
2.9. Applicable law: An agreement is interpreted and enforced in accordance with the law of the place where the Venture X is located. Venture X and you both accept the exclusive jurisdiction of the courts of that jurisdiction. If any provision of these terms and conditions is held void or unenforceable under the applicable law, the other provisions shall remain in force.
3.1. Liability: To the maximum extent permitted by applicable law, Venture X is not liable to you in respect of any loss or damage you suffer in connection with an agreement, including without limitation any loss or damage arising as a result of our failure to provide a service as a result of mechanical breakdown, strike, or other event outside of our reasonable control otherwise unless Venture X has acted maliciously. In no event shall Venture X be liable for any loss or damage until you provide written notice and give Venture X a reasonable time to correct the issue. If Venture X is liable for failing to provide you with any service under an agreement, then subject to the exclusions and limits set out immediately below, Venture X will pay any actual and the reasonable additional expenses you have incurred in obtaining the same or similar service from elsewhere.
3.2. Insurance Requirement
As a condition of holding a Private Office Membership, Member is required to maintain, at Member’s sole cost and expense, appropriate insurance coverage throughout the term of this Agreement. Such insurance shall include, at a minimum, coverage for:
Venture X San Antonio Northwest shall not be responsible for loss, theft, or damage to Member’s property, nor for injuries or damages arising from Member’s use of the premises. Proof of insurance may be required upon request and must be maintained for the duration of Private Office Membership.
3.3. IT Services and Obligations: Venture X has security internet protocols in place and strives to provide seamless internet connectivity, however VENTURE X DOES NOT MAKE ANY REPRESENTATION AND CANNOT GUARANTEE ANY MAINTAINED LEVEL OF CONNECTIVITY TO OUR NETWORK OR TO THE INTERNET, NOR THE LEVEL OF SECURITY OF IT INFORMATION AND DATA THAT YOU PLACE ON IT. You should adopt whatever security measures (such as encryption) you believe are appropriate to your business. Your sole and exclusive remedy in relation to issues of reduced connectivity which are within Venture X reasonable control shall be for us to rectify the issue within a reasonable time following notice from you to Venture X.
3.4. EXCLUSION OF CONSEQUENTIAL LOSSES: VENTURE X WILL NOT IN ANY CIRCUMSTANCES HAVE ANY LIABILITY TO YOU FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF ANTICIPATED SAVINGS, LOSS OF OR DAMAGE TO DATA, THIRD PARTY CLAIMS OR ANY CONSEQUENTIAL LOSS. VENTURE X STRONGLY RECOMMENDS THAT YOU INSURE AGAINST ALL SUCH POTENTIAL LOSS, DAMAGE, EXPENSE OR LIABILITY.
3.5. Financial Limitations to liability: In all cases, Venture X’s liability to you is limited, up to a maximum financial liability equal to 125% of the total fees paid by you between the date services under your agreement commenced and the date on which the claim in question arises.
4.1. Service Retainer: Your service retainer will be held by Venture X without generating interest as security for performance of all of your financial obligations under an Agreement. The service retainer or any balance will be returned within 90 days of the termination of your Agreement upon the settlement of your account in full. Venture X will deduct any outstanding fees and other costs due before returning the balance to you. The service retainer will be returned to you via mail to the address on your membership agreement or to the payment method that was used to collect the service retainer. Your service retainer will be increased if the monthly office or virtual office fee increases upon renewal, or as additional or larger offices are added to your Agreement. Venture X reserves the right to increase your service retainer at any time during your Agreement if you fail to pay your financial obligation on time.
4.2. Taxes and duty charges: You agree to pay promptly (i) all sales, use, excise, consumption and any other taxes and license fees which You are required to pay to any governmental authority (and, at Our request, You will provide to Us evidence of such payment) and (ii) any taxes paid by Us to any governmental authority that are attributable to your office, where applicable, including, without limitation, any gross receipts, rent and occupancy taxes, tangible personal property taxes, stamp tax/duty or other documentary taxes and fees.
4.3. Payment: Venture X will send all invoices electronically and you will make payments via an automated method such as ACH or Credit Card. Autopay is a requirement.
4.4. Late payment: If automated payment owed to Venture X fails and is not updated within 5 days of the renewal date, a late fee of 15% will be added to your account. If a payment is not received after 15 days, your membership will be automatically terminated, your personal belongings will be cleared from any dedicated spaces and any mail addressed to you and/or your company will be returned to the sender. If your membership is terminated due to non-payment, the remaining contractual value will still be due to Venture X. When defaulting on membership fees, the security retainer will be subject to being forfeited. If your membership was automatically terminated due to non-payment and you would like to continue the membership, a reactivation fee will be required. We would not like your membership to be terminated in such a way, so, please, keep us up to date with any changes to your membership and/or of billing information.
4.5. Indexation: If an Agreement is for a term of more than 12 months, Venture X will increase the monthly fee on each anniversary of the start date in line with the relevant inflation index of 6%.
4.6 Standard services: Monthly fees, plus applicable taxes, and any recurring services requested by you shall be payable monthly in advance.
4.7. Pay-as-you-use and Additional Variable Services: Fees for pay-as-you-use services, plus applicable taxes, shall be payable monthly in arears at our standard rates which may change from time to time and are available on request.
4.8. Discounts, Promotions and Offers: If You benefited from a special discount, promotion or offer, Venture X will discontinue that discount, promotion or offer without notice if you materially breach your agreement.
5.0 Mail
You may receive mail at the Venture X location with a Virtual Office, Dedicated desk, Semi-private dedicated desk, or Private office membership.
5.1. Once the Virtual Office purchase is completed, Agreement or terms and conditions agreed to, and payment is made, the member will have up to 5 business days from the date of purchase to provide a completed notarized 1583 and valid copies of their ID’s. If the required documents are not provided within 5 business days, the membership will be terminated and the initial purchase with security retainer becomes non-refundable.
5.2. Upon termination of your agreement, the members agree to cease using the Venture X address as their business address. If a member wants to continue using the Venture X address for their business address, the member must enter into a Virtual Office Agreement. Upon termination or expiration of this Agreement for any reason, Member agrees to immediately cease all use of the Venture X San Antonio Northwest business address. This includes, but is not limited to, use on Google Business Profile listings, online directories, websites, social media platforms, marketing materials, legal filings, and any other public or private representations.
If Member continues to use the Venture X San Antonio Northwest address after the Agreement has ended, Venture X reserves the right to charge additional monthly fees for unauthorized address usage, at rates determined by Venture X and billed retroactively to the termination date, and to withhold or deduct from the Member’s security retainer, in whole or in part, until the address is fully removed and compliance is confirmed.
Failure to remove the address in a timely manner may result in forfeiture of the security retainer. Venture X also reserves the right to pursue any additional remedies available under this Agreement or applicable law to enforce compliance.
5.3. Upon termination of your agreement, all mail services will be terminated as well. We have no obligation to store such mail or packages for more than thirty (30) days after the termination of your membership. If you wish to continue receiving mail at the said Venture X address, you must enter a continued Virtual Office membership which can be a month-to-month membership.
5.4. Change of address: As Venture X is an acting Ceritified Mail Receiving Agency (CMRA), you do not have the right to change your address at the US Postal Service from the said Venture X address. You must notify all your clients, potential clients, and vendors of your new address manually. If no such Virtual Office is entered, all mail will be returned that is received the day after your termination date.
6.0. Photo and Video Release
6.1. By entering into this Coworking Space Membership Agreement (“Agreement”), the undersigned member (“Member”) hereby grants Venture X San Antonio Northwest (“Operator”) the irrevocable right and permission to use, reproduce, publish, and distribute any photographs, videos, or other media taken of the Member while present on the premises of the coworking space operated by Venture X San Antonio Northwest (the “Space”). This grant includes, but is not limited to, the right to use such media for marketing, promotional materials, social media, and website content.
6.2. Grant of Rights: Member hereby grants Operator the non-exclusive, royalty-free, worldwide license to use, reproduce, distribute, and publicly display any photographs or videos taken of the Member within the Space.
6.3. Use of Media: Operator may use the media in connection with the promotion of the coworking space, including but not limited to the Space’s website, social media channels, advertising materials, and any other marketing purposes deemed appropriate by Operator.
6.4. Duration of Release: This release shall remain valid indefinitely from the date of execution of this Agreement, unless Member revokes it in writing by providing notice to Operator.
7.0. Logo Release
7.1. Member hereby grants Operator the right to feature Member’s logo on the Space’s website, marketing materials, and any other promotional content related to the coworking space.
7.2. Logo Usage: Operator may use Member’s logo in a manner consistent with promoting the collaborative and community-oriented nature of the coworking space.
7.3. Duration of Release: This logo release shall remain valid for the duration of the Member’s active membership and for a reasonable period thereafter for promotional purposes.
8.0. General Provisions
8.1. No Compensation: Member acknowledges that they will not receive any compensation for the use of their photographs, videos, or logo, and that such use is without any further consideration.
8.2. Modification of Media: Operator reserves the right to crop, modify, or otherwise alter the photographs, videos, or logo to fit the requirements of various marketing materials.
8.3. By signing this Agreement, Member acknowledges that they have read and understood the Photo, Video, and Logo Release Clause and agree to be bound by its terms.
HOUSE RULES
9.1. Respect: Venture X members must be highly respectful of their other Venture Xer’s. We are a professional workspace, where many companies are developing private and secure work. In order to keep the culture trustworthy, we ask that if you see someone’s monitor, white/black board drawings, or copies to keep it to yourself, and erase it from your memory. Follow the simple golden rule.
9.2. Cleanliness Requirement: All individuals, employees, or visitors are required to maintain cleanliness in all shared and private areas. This includes proper disposal of waste, upkeep of assigned spaces, and adherence to hygiene. Failure to uphold cleanliness standards will be considered negligent and may result in fines, penalties, or additional charges for cleaning services. The amount of such fines will be determined at the discretion of the management and will be billed directly to the party responsible. Management reserves the right to inspect and enforce cleanliness policies. Any damage or excessive mess requiring professional cleaning will be the financial responsibility of the violating party.
9.3. Furniture: As part of our shared workspace community, we provide furniture in common areas for all members to use. To ensure fairness and maintain a professional environment, the following policies apply to the use and borrowing of shared furniture: Furniture located in shared or common areas is intended for communal use and should remain in its designated space. Members may temporarily borrow furniture for use in private offices or meeting spaces with permission but must return it promptly after use. Borrowed furniture must be returned to its original location immediately after use. If furniture is borrowed and remains outside of its designated shared area for more than 24 hours, a fee may be applied. Fees will be determined based on the type of furniture borrowed and the length of extended use. Repeated violations may result in additional penalties, loss of borrowing privileges, or charges for replacement if the furniture is lost or damaged. Members are responsible for any damage caused to borrowed furniture. If an item is damaged beyond normal wear and tear or is not returned, the member responsible or company may be billed for repair or replacement costs. Management reserves the right to monitor furniture use and enforce this policy as needed. Any disputes regarding borrowed furniture will be resolved at management’s discretion. Members who require additional furniture beyond the normal furniture provided for their private offices may rent extra furniture monthly. Rental fees vary depending on the type and quantity of furniture requested. All rented furniture must be kept in the assigned office space and returned in good condition upon termination of the rental agreement.
9.4. Volume Control: At Venture X you are welcome to use your phone at your desk, however we have provided alternative areas for more privacy. These areas include, but are not limited to, the phone booths, couches, the outside seating area, as well as the conference rooms.
9.5. Photo ID: A copy of a photo ID is required for any party signing this Agreement and all member(s) that will be utilizing space. We reserve the right to perform a background check on any prospective or existing Member and decline or terminate any membership based on the results of such check. If you intend to have other staff members using the Private Office, please let us know in advance. An Additional Member Agreement may be required to be filled out by each additional and primary member.
9.6. Pets: We love our furry friends too, but please keep them at home. The premises do not allow any pets other than Service Animals.
9.7. Internet Usage: IT Services and Obligations. Venture X has security internet protocols in place and strives to provide seamless internet connectivity; however, VENTURE X DOES NOT MAKE ANY REPRESENTATION AND CANNOT GUARANTEE ANY MAINTAINED LEVEL OF CONNECTIVITY TO VENTURE X’S NETWORK OR TO THE INTERNET, NOR THE LEVEL OF SECURITY PROVIDED. You should adopt whatever security measures (such as encryption) you believe is appropriate for your business. If you experience reduced internet connectivity that is within Venture X’s reasonable control, your sole and exclusive remedy is to provide Venture X written notice and to allow Venture X reasonable time to cure following the receipt of your written notice from Member to Venture X. You acknowledge that Venture X may collect and process personal data from you and your employees as strictly necessary to ensure compliance with applicable laws and regulations and to enable Venture X effectively to provide services to you. You acknowledge and accept that such personal data may be transferred or made accessible to other affiliated entities of Venture X, wherever located, for the purposes of providing the Services, in each case in accordance with all applicable data protection legislation.
9.8. Internet Policy. You acknowledge that Venture X is not responsible for any data, business or other losses as a result of any network or internet interruptions. You are responsible for protecting your own computer and data from electrical surges, theft, virus, or other malicious attack. Unless otherwise set forth by Venture X in writing, you are receiving a single user account solely for your use of the Services through one unit per login session. You agree not to resell any aspect of the Service, whether for profit or otherwise, share your IP address or ISP Internet connection with anyone, access the Service simultaneously through multiple units or to authorize any other individual or entity to use the Service. You agree that sharing the Service with another party breaches this Agreement and may constitute fraud or theft, for which Venture X reserves all rights and remedies. You have no proprietary or ownership rights to a specific IP or other address, log-in name, or password that you use on our network. Venture X may change your address, log-in name or password at any time. Venture X will assign you an IP address each time you access the Service, and it will vary. You may not assign your log-in name, password or IP address to any other person. You agree not to use the Service, or any Venture X or related network or website for any fraudulent, unlawful, harassing or abusive purpose, or so as to damage or cause risk to our business, reputation, employees, subscribers, facilities, or to any person. Improper uses include, but are not limited to, the following:
a. Violating any applicable law or regulation;
b. Posting or transmitting content you do not have the right to post or transmit;
c. Posting or transmitting content that infringes a third party’s trademark, patent, trade secret, copyright, publicity, privacy, or other right;
d. Posting or transmitting content that is unlawful, untrue, stalking, harassing, libelous, defamatory, abusive, tortious, threatening, obscene, hateful, harmful, or otherwise objectionable as determined in Venture X’s sole discretion;
e. Attempting to intercept, collect, or store data about third parties without their knowledge or consent;
f. Deleting, tampering with or revising any material posted by any other person or entity;
g. Accessing, tampering with or using non-public areas of the Service or any Venture X or related website, computer systems, or network;
h. Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures;
i. Attempting to access or search the Service or any Venture X or related network or website with any engine, software, tool, agent, device or mechanism other than the software and/or search agents provided by Venture X or other generally available third-party web browser;
j. Sending unsolicited messages, including without limitation, promotions or advertisements for products or services, “pyramid schemes”, “spam”, “chain mail” or “junk mail”;
k. Using the Service or any Venture X or related website or network to send altered, deceptive or false source-identifying information;
l. Attempting to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Service or any Venture X or related website or network;
m. Interfering or attempting to interfere with the access of any user, host or network, including without limitation, sending a “virus” to the Service or any Venture X or related website or network, overloading, “flooding,” “spamming,” “crashing,” or “mailbombing” the Service or any Venture X or related website or network; or n. Impersonating or misrepresenting your affiliation with any person or entity.
9.8. Liability: VENTURE X PROVIDES THE SERVICES “AS IS” AS A SERVICE AND NOT AS A LEASE OF REAL PROPERTY, AND DISCLAIMS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE. IN ADDITION, THERE IS NO WARRANTY OF TITLE, QUIET ENJOYMENT OR POSSESSION. THE ENTIRE RISK OF PARTICIPATING IN OR USING THE SERVICES, REMAINS WITH YOU. IN NO EVENT SHALL VENTURE X BE LIABLE FOR DAMAGES, NOR SHALL THE PAYMENTS DUE HEREUNDER BE ABATED OR SUBJECT TO OFFSET OR DEDUCTION FOR FAILURE TO FURNISH OR ANY DELAY IN FURNISHING ANY UTILITY SERVICES NOR SHALL THE TEMPORARY FAILURE TO FURNISH ANY OF SUCH SERVICES BE CONSTRUED AS A TERMINATION OF YOUR MEMBERSHIP OR RELIEVE YOU FROM THE DUTY OF OBSERVING AND PERFORMING ALL OF THE PROVISIONS OF THIS AGREEMENT, PROVIDED, HOWEVER, VENTURE X SHALL MAKE ALL REASONABLE EFFORTS TO PROMPTLY RESTORE SUCH SERVICES TO THE PREMISES.
9.9. Exclusion of Incidental, Consequential and Certain Other Damages.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VENTURE X OR ITS SUBSIDIARIES
(WHETHER OR NOT WHOLLY-OWNED), AFFILIATES, DIVISIONS, OR THEIR PAST, PRESENT AND FUTURE OFFICERS,
AGENTS, SHAREHOLDERS, MEMBERS, REPRESENTATIVES, EMPLOYEES, SUCCESSORS AND ASSIGNS, JOINTLY OR
INDIVIDUALLY, BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL OR OTHER
DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR: LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), NEGLIGENCE, AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE PARTICIPATION IN OR INABILITY TO PARTICIPATE IN OR USE OF THE SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF VENTURE X, AND EVEN IF VENTURE X HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.10. Limitation of Liability and Remedies. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF VENTURE X OR ITS SUBSIDIARIES (WHETHER OR NOT WHOLLY-OWNED), AFFILIATES, DIVISIONS, AND THEIR PAST, PRESENT AND FUTURE OFFICERS, AGENTS, SHAREHOLDERS, MEMBERS, REPRESENTATIVES, EMPLOYEES, SUCCESSORS AND ASSIGNS UNDER ANY PROVISION OF THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO ACTUAL DAMAGES INCURRED BY YOU BASED ON REASONABLE RELIANCE UP TO TEN DOLLARS (USD $10.00). THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS
ESSENTIAL PURPOSE.
9.11. Indemnification. You release, and hereby agree to indemnify, defend and save harmless Venture X and the Venture X’s subsidiaries (whether or not wholly-owned), affiliates, divisions and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon or arising out of your negligent actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Services. You further agree in the event that you bring a claim or lawsuit in violation of this Agreement, you shall be liable for any attorneys’ fees and costs incurred by Venture X or its respective officers and agents in connection with the defense of such claim or lawsuit.
9.12. Guests: Any guest brought by a member must first sign in at the reception desk when arriving and when leaving. All guests must remain with the member whom they came with. The member inviting the guest(s) will be responsible for all their guest’s actions. Member(s) agree to pay $10 per day for frequent guest(s).
9.13. 24/7 access: At Venture X, we provide our Community Pro, Dedicated Desk, Semi-Private Dedicated Desk and Private Office members with 24/7 access, to come in and work whenever they need. The 24/7 access is a secured entry to allow members to come in before or after business hours to get work complete. 24/7 access is not used for other purposes such as sleeping, hosting parties or events, or any other purposes besides working. Member agrees that the 24/7 access badge that is issued to the member will not be shared with any other individual and if it is shared will forfeit the security retainer on membership, member must then fund a new security retainer. Additional fees may be incurred for repetitive occurrences. Lost, broken, or stolen 24/7 access badge replacements will result in a $50 fee. When membership is terminated and access badge(s) are not returned, the member agrees to $50 fee(s).
9.14. Mailing: If you elect to receive mail and packages at one of our locations, please keep in mind that the pickup times are from 9:00 am – 5:00 pm Monday-Friday, unless you have 24/7 access to the space and a mailbox. Please note that depending on the package size, it can be stored in our private storage for pick-up during normal pick-up hours. We agree to hold your package for up to 3 business days after receiving with no charge, however after the 3rd day there will be a $ 5.00 per package per day continued storage fee. We have no obligation to store such mail or packages for more than thirty (30) days of our receipt or if we receive mail or packages after you terminate your Membership.
9.15. Access card and Keys: Do not reveal your account password or transfer your keycard or other access device or credentials to anyone else (or let them use your account). Do not make any copies of any keys, keycards, or other means of entry to our Premises (each, an “Access Device”). You are responsible for maintaining the confidentiality of your password and security of your Access Device.
9.16. Safety: Member agrees to not bring space heaters of any kind into their space, as it is a fire hazard. Members agree to not cook in space or in any shared areas. No fire of any kind is allowed.
9.17. Venture X Name: Venture X owns a license with rights to use its name, logo, slogan, and all other property relating to Venture X. The use of this name and property of Venture X without permission will result in legal actions taken by Venture X.
9.18. Other Members: We do not control and are not responsible for the actions of other members. If a dispute arises between members or their invitees or guests, we shall have no responsibility or obligation to participate, mediate or indemnify any party.
9.19. Holiday Closings: Regular business hours are 9 am to 5pm – Monday through Friday with exception to certain holidays. Members will be notified of closings prior to that day(s). 24/7 Key Holders will continue to have access to the space.
9.20. Exterior Office Signage
Members are not permitted to install, display, or affix any signage, decals, lettering, branding, or promotional materials on the exterior of their private office, including office doors, glass panels, walls, or any surfaces visible from common areas, hallways, or exterior-facing views, without prior written approval from Venture X.
Any unauthorized or non-compliant signage:
Members are responsible for any damage caused by the installation or removal of signage.
