THE MAKER’S KIRK
CO-WORKING CONTRACT
The services The Makers' Kirk provides you with are subject to the following Terms and Conditions (T&C). The Makers' Kirk reserves the right to update the T&C at any time without notifying you. The Makers' Kirk membership application does not create a tenancy but a prepaid usage license to use the provided amenities on a monthly or casual basis.
Description Of Services
The Makers' Kirk may provide you with access to office space, workstations, Internet access, office equipment, conference space and other services (collectively, “Services”). The Services are subject to the T&C at all times.
No Unlawful Or Prohibited Use
You will not use the Services for any unlawful or prohibited purposes by these terms, conditions and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any The Makers' Kirk’s server, or interfere with any other party’s use and enjoyment of any Services.
You may not attempt to gain unauthorised access to any Services, or accounts, computer systems or networks connected to any The Makers' Kirk server or to any of the Services. You may not post or download files that you know or should know are illegal or that you have no rights to.
You hereby represent and warrant that you have all requisite legal power and authority to enter into and abide by the terms and conditions of this T&C without any further authorisation or approval. You further represent and warrant that your participation or use of the Services will not conflict with or result in any breach of any license, contract, agreement or other instrument or obligation to which you are a party.
Use Of Services
You agree that when participating in or using the Services, you will not:
● Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming, or any duplicative or unsolicited messages (commercial or otherwise);
● Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
● Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through The Makers' Kirk servers.
● Upload files that contain viruses, Trojan Horses, Worms, time bombs, candle-bots, corrupted files, or any other similar software or programs that may damage the operation of another computer or property of another coworker.
● Download any file that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and or/distributed in such manner.
● Restrict or inhibit any other user from using and enjoying the Services.
● Violate any code of conduct or other guidelines that may be applicable for any
particular Service (including the Building Rules).
● Harvest or otherwise collect information about others, including email addresses,
without the authorisation or consent of the disclosing party.
● Violate any applicable laws or regulations
Renewals And Terminations
This Agreement is automatically renewed at the end of each period with the consent of each party.
The T&Cs must be adhered to at all times. Failure to follow T&Cs can result in non-renewal or even early termination of the usage license. The Makers' Kirk reserves the right to terminate any Service at any time, immediately and without notice, if you fail to comply with the T&C. This includes non-payment or violation of the space rules. If this happens, The Makers' Kirk will refund any amounts paid for unused periods that remain after deducting any pending charges, on a prorated basis.
You may terminate this Agreement by giving a written notice of termination as established in this Agreement. Termination shall be in effect as of the end of that calendar month. Should you not provide timely notice of termination to The Makers' Kirk then the Membership Period shall continue to the end of the following calendar month and the service fees for that calendar month shall be payable.
Invoicing And Payment
You will be automatically invoiced monthly in advance based on your membership option. Also included are any variable charges such as telephony usage that may have been incurred during the previous period. Payment is required at the beginning of the month for that period, at the date specified in the invoice. Payment for casual usage is either paid on the day of use unless other arrangements have been made with The Makers' Kirk.
The Makers' Kirk reserves the right at all times to disclose any information about you. Your participation in and use of the Services as The Makers' Kirk deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part in The Makers' Kirk sole discretion.
Confidentiality
You acknowledge and agree that during your participation in and use of the Services, you may be exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, that has been disclosed by The Makers' Kirk or any participant of use of the Services or any employee affiliate, or agent thereof, that is non-public, confidential, or proprietary in nature. Confidential information also includes, without limitation, information about business, sales, operations, know-how, trade secrets, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records of The Makers' Kirk, any analyses, compilations, studies or other documents prepared by The Makers' Kirk or otherwise derived in any manner from the Confidential Information that you are obliged to keep confidential or know or has reason to know should be treated as confidential.
Your participation in and/or use of the Services obligates you to
● Maintain all Confidential Information in strict confidence;
● Not to disclose Confidential Information to any third parties;
● Not to sue the Confidential Information in any way directly or indirectly determined to
The Makers' Kirk or any participant or user of the Services.
All confidential information remains the sole and exclusive property of The Makers' Kirk or the respective disclosing party. You acknowledge and agree that nothing in this T&C or your participation or use of the Services will be construed as granting any rights to you, by license or otherwise, in or to any Confidential Information or any patent, copyright, or other intellectual property proprietary rights of The Makers' Kirk or any participant or user of the Services.
Participation In Or Use Of Services
You acknowledge your participation in or using the Services at your own free will and decision. You acknowledge that The Makers' Kirk doesn’t have any liability with regards to your access, participation in, use of the Services, or any loss of information resulting from such participation or use.
Disclaimer Of Warranties
To the maximum extent permitted by the applicable law, The Makers' Kirk provides the Services “as is” and with all faults, and hereby disclaims that with regards to the services, all warranties and conditions, whether express, implied or statutory, including but not limited to: merchantability, fitness for a particular purpose, lack of viruses, accuracy or completeness of responses, results, workmanlike effort and lack of negligence. There is no warranty, duty or condition of title, quiet enjoyment, quiet possession, correspondence to description or non-infringement. The entire risk as to the quality, or arising out of participation in or the use of the services, remains with you.
Exclusion Of Incidental, Consequential And Certain Other Damages
To the maximum extent permitted by the applicable law, in no event shall The Makers' Kirk 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, jointly and and 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 The Makers' Kirk, and even if The Makers' Kirk has been advised of the possibility of such damages.
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 The Makers' Kirk 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 T&C and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance up to [enter amount]. The foregoing limitations, exclusions, and disclaimers, including the previous sections) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
Non-Disparagement
You shall, during and after the participation in and use of the Services, refrain from making any statements or comments of a defamatory or disparaging nature to any third party regarding The Makers' Kirk, or any of The Makers' Kirk officers, directors, employees, personnel, agents, policies, services or products, other than to comply with law.
Indemnification
You release, and hereby agree to indemnify, defend, and save harmless The Makers' Kirk and The Makers' Kirk 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 attorney fees and costs incurred by The Makers' Kirk or its respective officers and agents in connection with the defence of such claim or lawsuit.
Severability
If any provision or portion of these T&Cs is determined invalid, illegal, or unenforceable for any reason, in whole or in part, the remaining provisions of this T&C shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law.
Insurance
The Makers' Kirk carries Liability and Business Personal Property insurance. As a user, you are not required but it is strongly suggested that you carry a Renters Insurance policy to cover your own equipment while using our space. That policy may cover your current residence/office, as well as the premises of The Makers' Kirk.
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