Member License Agreement and Terms of Use

1.  Definitions:

Operator: Refers to Venture OfficeNow, LLC., (VON)

Member: Refers to a company or an individual who has subscribed to use services and/or access space from Operator. Members include full time licensees, virtual licensees, coworking licensees, and monthly, multi-day pass licensees.

Member Agreement: Refers to the attached document which details the specific and variable elements that make this Agreement unique to Member. If purchased online, the Member Agreement includes the information contained in the Package Order Receipt and corresponding Invoice.

Users: Refers to the individuals identified to use services and access space under the Member’s Agreement. Under the terms of this Agreement, Member can purchase plans for additional Users.

Premises: Refers to the entire suite of offices and related support facilities managed by Operator.

Dedicated Space Subscription: Refers to Member’s plan that includes the licensed use of a dedicated office or desk space.

Virtual Office and Coworking Subscription: Refers to Member’s plan that includes a monthly service package made up of some component of a temporary desk or meeting space, telephone answering services, and business address use, typically referred to as ‘Virtual Office” or “Coworking” plans.

Service Plans: Refers to optional services available for purchase on a per-user basis. The Service Plans may include some or all of the following (non-exhaustive list): Internet, Phone Equipment, Call Answering Services, Furniture, Services, Meeting Room Credits, Copy, Fax, and Scanning, Administrative and Mail Management, and Beverage Services. Service plans are purchased and run concurrently with the Term of this Agreement.

Common Areas: All public space in the building which Operator resides, plus open space in Premises, including but not limited exclusively to: Cybercafé’, Reception Area, Mailroom, Hallways, and Business Center.

Member License Agreement and Terms of Use: Refers to the terms of business to which Operator and Member agree. Referred to hereinafter as simply “Agreement.”

Notice: Refers to the email address to which Member notification must be given. For Operator, Notice may be given in writing to .

2.  License: License: Subject to the terms and conditions of this Agreement, Operator grants Member a non-transferable license to occupy and use the Premises (“License”) during the term of this Agreement, and Member accepts such License. This Agreement is the commercial equivalent of an agreement for accommodations in a hotel. The whole of the Premises remains in Operator’s possession and control. Member ACCEPTS THAT THIS AGREEMENT CREATES NO TENANCY INTEREST, LEASEHOLD ESTATE, OR OTHER REAL PROPERTY INTEREST IN Member’s FAVOR WITH RESPECT TO THE ACCOMMODATIONS. Operator is providing Member the right to share with Operator the use of the Premises on these terms and conditions, as supplemented by the House Rules (described in Section 4), so that Operator can provide the services to Member. This Agreement is personal to Member and cannot be transferred to anyone else without the prior written consent of Operator. Operator will not unreasonably withhold consent to assignment to a parent, subsidiary, or affiliate of Member provided that Member and assignee execute Operator’s form of agreement of Member License Agreement and Terms of Use which will require the assignee to
assume all Member’s obligations under the Agreement. Such assignment will not release Member from its obligations under this Agreement.

3.  Term of Agreement:

Initial Term: This Agreement shall commence on the date specified on Member Agreement, so shall the number of months have agreed to for the initial term. This Agreement does NOT terminate automatically. Unless notice, under the timelines detailed in Section 11 below: Termination of Agreement, is received by Operator, this Agreement will be automatically extended under the terms and conditions set forth below, for successive periods equal to the initial term. Regardless of commencement or notice date, this Agreement can only be terminated by Member at the end of a calendar month.

4.  House Rules: (See Attached)

5.  Office Use, Office Services and Monthly Fees:

5.1. Private Office or Dedicated Space Subscription: The monthly fee for Members who have contracted for the specific use of a uniquely identified office, private office subscription, or a dedicated desk space includes: a) dedicated use of a desk or office space, b) access to shared center amenities, c) janitorial maintenance, building operating expenses, and taxes, d) utilities and heating and air conditioning during normal business hours, and e) after-hours access to the Premises.

5.2. Virtual Office and Open Coworking Subscription: The monthly fee for Members who have contracted for a Virtual Office and Open Coworking Subscription includes: a) access to shared center amenities, b) janitorial maintenance, building operating expenses, and taxes, c) utilities and heating and air conditioning during normal business hours, and e) if plan permits, after-hours access to the Premises.

5.3. Members may choose a Service Plan or avail themselves of services on an a la carte basis. All users will be charged a monthly beverage fee and wi-fi fee. The Member’s Service Plan commitment, which is included on the Member Agreement, is part of the fixed monthly package and runs concurrently with the term of this Agreement. Terminations or downgrading of Service Plans may only occur with notice at term.
Member will be charged an upfront, per User, non-refundable Administrative/Set-Up fee dependent upon the Service plan chosen.

5.4. Telephone Service: When applicable, Operator will provide personalized phone services dependent on the Member’s Service Plan from 8:30 a.m. to 5:00 p.m., Pacific Standard Time, Monday – Friday, holidays excluded (a list of holidays will be published by Operator each year). Call answering services will only be provided to individual, named Users. Unless pre-agreed, in writing, all components of the telephone service, including phone numbers and phone equipment issued by Operator but used by Member will remain at all times property of Operator. Member may request, upon commencement of this Agreement, a portable telephone number at an additional fee.
Member is not permitted to install any communication equipment, including telephone or network lines for internal or external use without the prior written approval of Operator. Local and long-distance phone usage will be charged to Member at Operator’s then marketed rates plus applicable taxes.

5.5. Business Address/Mail Service: When applicable, Operator will act as an agent for Member in receiving mail and reasonably sized packages when such are delivered to Member in conjunction with services to Member. Depending upon plan, Member may be required to complete and submit to Operator a USPS CMRA Form 1583 which will become part of this Agreement, and service will NOT commence prior to the completed forms being notarized, returned, and reviewed by Operator’s staff. Any violation of USPS laws, rules, and/or regulations by Member may result in immediate termination of services by Operator. Operator will accept mail in Member’s name, as detailed in this Agreement. Operator is not responsible for mail returned to sender for improper address. Member authorizes Operator to sign for mail and packages deliverable only upon signature and agrees to pick up mail and packages in a timely manner or storage fees may apply. Note: DBA’s or additional company names require separate CMRA forms and will incur additional charges for Address/ Mail services.

5.6. Mail Management Services:

(a.) Mail Forwarding: Where forwarding is available and upon written instruction, Operator will forward mail and deliveries to another address by repackaging and posting the contents of Member’s mail and deliveries. Mail and packages will not be forwarded to other 3rd party agents, including P.O. Box, for delivery addresses. Member agrees to pay for administrative costs, supplies, and postage to accommodate forwarding. Operator is not responsible for any delay or loss of mail during the forwarding process. International forwarding of packages is not available in all cases.

(b.) Overnight and Express forwarding of packages may require Member’s account number, at the discretion of Operator. Operator is not responsible for mail returned to sender for non-payment of service fees.

(c.) Member agrees that administrative charges will apply if Member requests, Operator’s staff to retrieve, read, or review the contents of Member’s mail.

5.7. Scanning Services: If Member chooses to have Operator open and scan the contents of its mail, Member agrees that, unless specifically requested in writing to discard mail, Operator will forward the accumulated mail, one time per month, at the then published service rate.

5.8. Hourly Meeting Room Reservations:
Member will be required to use Operator’s online reservation system. Space is available on a first-come, first-served basis. Cancellation of any reservation must be made 24 hours prior to commencement or Member will be charged the full amount of the booking or have its credit value deducted. All bookings will be invoiced a minimum of one full hour and then in subsequent full hour increments. An allotment of credits (to be used against hourly use of meeting rooms and open desk coworking) are available for purchase or included in some service plans. Credits are NOT transferable and do not roll over. Member or pre-identified Users must be present at all meetings. Overage may be charged at a discounted rate depending on Member’s service plan.

5.9. Network and Internet Connectivity:

Operator will provide Member with access to the internet in the form of a shared fiber gateway. The standard shared fiber connection is available for individual internet access for all Operator’s Members using secured VLANS for wired connectivity and standard WPA1/2 encrypted security for wireless. The service does NOT have a firewall, proxy server, or other preventative measures against outside intrusions. Member acknowledges that the standard internet access service is provided “as is.” Operator cannot be held responsible for any security intrusions, damages, or faults that occur as a result of this service. The Operator recommends that Member place the following protections on all computers connected to the service: automatic virus scanning software, installation of personal computer firewalls, shutting down computers when not in use for long periods of time, unique ID and password for each computer. Member may not use this service to publish, post, upload, distribute, or disseminate any inappropriate, profane, defamatory, obscene, indecent, or unlawful topic, name, material, or information on or through Operator’s servers or bandwidth. Member may not upload any information, including images or photographs, or video/film, software, content, or other material protected by intellectual property laws, including, by way of example, but not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless Member owns or controls the rights thereto or has received all necessary consent to do so. Member may not download any files that Member knows or reasonably should know cannot be legally reproduced, displayed, performed, and/or distributed in such a manner. Member may not use the services in any way to restrict or inhibit other Members from using and enjoying the Services. Operator is not responsible for any data, business, or other losses that result from interruption to the internet service provided by Operator. Member is responsible for protecting its own computers and data from electrical surges, theft, viruses, other malicious attacks, or network interruptions.

5.10. Monthly Fees

(a.) Monthly Fees: As a matter of convenience, Operator will produce a monthly invoice, which will include all Member charges as of the first day of each month. Unless agreed to in advance, all Members must have a valid credit card on file or make ACH payment arrangements. Operator will run all credit card transactions on the 1st calendar day of the month. Member agrees that any errors or delays in billing for additional charges may be corrected by Operator at any time. Member will have 30 days to dispute any charge from the date of the first invoice with the disputed item. All disputed charges must be submitted to Operator in writing. Member agrees to pay any amount not in dispute by the due date.

(b.) Late Payment of Fees: Payment not made by close of business on 5th calendar day of each month will result in a late fee of $25.00 or 10% of the monthly fee, whichever is greater.

(c.) Private Office or Dedicated Space Subscription: If Member is more than ten (10) calendar days past due, Operator shall have the right to declare Member in default. If full payment for fixed charges has not been received by Operator, Operator may without further notice terminate all services provided under this Agreement, including, for the avoidance of doubt, denying Member access to the Premises and/ or Dedicated Space. If any part of the invoice is disputed, Member must pay the amount not in dispute by the due date, or be subject to late fees. Any dispute must be in writing and submitted to Operator within 30-days of the due date indicated on the invoice.

(d.) Virtual Office and Open Coworking Subscription: If Member has not paid by the 10th calendar day of the month, with or without notice, all services will be terminated: mail will be returned to sender, and phone services and access to meeting room space will be discontinued. Once in default, the total balance due must be paid in full and a re-activation fee of $99.00 will be assessed in order to resume services.

(e.) Declined payments: Any check, credit card transaction, wire-transfer, or other payment method that is declined for insufficient funds or other reasons shall result in a $25.00 fee per occurrence. Member remains subject to the timing and late fee provisions established above. If Member’s credit card is declined due to expiration, Member consents that Operator attempt, per credit card company rules, to add a date extension to the existing credit card data on file and re-run the card.

6. Renewal Escalations:

1. Private Office Subscription: In the event of any automatic renewal, Operator reserves the right to raise the rent, up to 10% of the current rate, without notice, to adjust for changes in the market value of Member’s office(s).

2. Virtual Office and Coworking Subscriptions: Member agrees that an automatic 4% increase will be assessed annually to the monthly plan rate regardless of term or then published, new Member pricing, and/ or discounts.

7. Manner of Use: Member may use the facilities and services for legitimate business purposes only. Member shall not conduct any activity on the Premises which is forbidden by law, hazardous, or may invalidate or increase the premium of any insurance policy carried by the Operator or its partners. Member shall not conduct any activity which impairs the character, quiet enjoyment, reputation, appearance, or operation of the business. Member agrees to strictly adhere to the reasonable rules and regulations mandated by Operator’s landlord and staff.
Member is responsible to ensure that its personnel and guests always conduct themselves in a business-like and professional manner. Operator may immediately terminate a Member’s Agreement in Operator’s sole discretion, if Member’s employees or guests use vulgar, abusive, violent, or insulting language or demonstrate aggressive behavior.

8. Damages to Premises: Member agrees to not damage, deface or alter the offices, meeting rooms, common areas, furniture, furnishings, walls, ceilings, floors, or equipment or otherwise improperly use the space. If Operator is forced to make repairs due to Member’s use of the space either by its employees or guests, Member will reimburse Operator for all costs associated with repair over and above normal wear and tear.

9. Sexual Harassment and Discrimination: Member and its employees, agents, and guests will not engage in legally prohibited acts of sexual harassment to any of Operator’s employees. Member and Operator agree to comply with all laws prohibiting discrimination based on a person’s sex, age, race, color, national origin, disability and/or religion, and similar statutes.

10. Confidentiality: Member acknowledges that during its participation in the use of the Premises, Member may be exposed to Confidential Information of Operator and/or other Members. “Confidential Information” shall mean all information, in whole or in part, that is nonpublic, confidential, or proprietary in nature. Confidential Information includes, without limitation, information about the business, sales, operations, know-how, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, any knowledge gained through examination or observation of or access to the Premises, computer systems, and/ or books and records of Operator or any Member, any analyses, compilations studies or other documents prepared by Operator or any Member or otherwise derived in any manner from the Confidential Information and any information that you are obligated to keep confidential or know or have reason to believe should be treated as confidential. Member’s license obligates Member to: a) maintain all Confidential Information of Operator or any other Member in strict confidence, b) not disclose Confidential Information to any third parties, including any other Member, and c) not to use Confidential Information in any way directly or indirectly detrimental to Operator or any other Member. Operator shall have no liability arising from Member’s disclosure, whether intentional or not, of any Confidential Information shared to third parties in or about the Premises.

11. Termination of Agreement:

Termination of Agreement: Any notice required or permitted under this Agreement must be in writing addressed to Operator via email (with confirmation from Operator) or delivered to Operator at the Premises. Member agrees Operator’s written notice may be delivered via email or delivered to Member’s designated mailbox.

11.1. Dedicated Space Subscription: Either party can terminate or downgrade space and services this Agreement at the end of the initial or subsequent terms within the time specified in the following schedule:

Number of offices Required Written Notice
1/Dedicated Desk(s) No later than 30-days prior to termination date
2-3 No later than 60-days prior to termination date
4 + No later than 90-days prior to termination date

In any event, the termination of this Agreement shall be effective on the last calendar day of the month in which the last of the required period falls. Failure to notify Operator of Member’s intent to terminate shall result in an automatic renewal of this Agreement for subsequent periods equal in length to this Agreement.

11.2. Virtual Office and Coworking Subscription: Unless specified otherwise, Member must give at least 30 days written notice to discontinue or downgrade service prior to the end of the initial term. Regardless of commencement or notice date, this Agreement can only be terminated on the last day of the calendar month.

12. Holding Over: If Member does not surrender possession of the Dedicated Space(s) promptly upon termination of this Agreement and does not have written permission of Operator, Member shall pay Operator for each day of such possession one-fifteenth (1/15th) of the amount of the monthly office fee plus all costs, expenses and damages sustained by Operator as a result of such possession and Member will continue to be bound be all the other terms and conditions of this Agreement.

13. Telephone Number and Mail Forward: Member acknowledges that the U.S. Postal Service will NOT accept a “Change of Address.” Therefore, for ninety (90) days after termination of this Agreement, Operator will automatically invoice Member a fee of $99.00 for transitional services. During this period, Operator will hold or forward mail, excluding boxes, once per week, supplies and postage included. Callers will be re-directed to Member’s new telephone number and address via voicemail instruction. One additional 90-day forwarding period may be purchased for $99.00, if the Member chooses. Member further understands that at the expiration of the transition term, irrespective of length, all mail will be marked “Return to Sender” and the phone number, which is the property of Operator, will be assigned to another user.

14. Member’s Personal Property: Upon vacating the Premises, Member is must remove all personal property. Any personal property remaining on the Premises will be disposed of and costs of dispossession will be charged to Member. If dispossession includes the sale of said property, Operator has no obligation to the Member for any of the proceeds of the sale.

15. Closing Fees:
Dedicated Office Subscription: (Note, this applies to Dedicated Office Subscriptions only.) Upon termination of this Agreement, Member will return the Dedicated Space(s) and furniture in as good a condition as when Member commenced use, normal wear and tear excepted. Member agrees to vacate the premises promptly and to leave the Dedicated Space in at least “broom clean” condition. Member will be invoiced for painting at a cost of $225.00 per Dedicated Space, plus repairs, if required. Member will be invoiced for cleaning at a cost $99.00 per User. In addition, a charge of $89.00 will be assessed to disconnect each User with either/or telephone/network connections.

16. Service Deposits:

16.1. Dedicated Office Subscriptions: Member agrees to deposit with Operator funds equivalent to the first and last full month’s Monthly Fee, to Operator for advances made on Member’s behalf for: a) all of its obligations, including: services and rents, b) as security for full performance by Member of the terms set forth in this Agreement, c) for the repair or correction of damage to Member’s office, furnishings, and/or equipment beyond normal wear and tear.

16.2. Virtual Office and Coworking Subscription: Member agrees to deposit with Operator funds equivalent to the first and last full month’s Monthly Fee, to Operator for advances made on Member’s behalf for: a) all of its obligations, including services and variable charges, b) as security for full performance by Member of the terms set forth in this Agreement. Operator may use the Service Deposit for the last monthly payment of fixed or variable charges.

17. Keys: Where applicable, Members will be given the number of keys (including, if required, fobs, mail keys, and access keys) according to the number of prescribed Users. Any key which is lost or stolen must be reported to Operator immediately and Member must pay the cost of replacement and re-keying, if necessary. Member shall not copy any key or allow anyone else to use them without Operator’s written consent. Member agrees to deposit with Operator $50.00 for each set of keys assigned to Users.

18. Return of Deposit: Subject to Operator’s rights under the preceding paragraph, the entire deposit, or any balance thereof after final Closing Fees and outstanding balances are assessed, shall be returned to Member within sixty (60) days after Member has terminated this Agreement, and, if applicable, completely vacated the premises and/ or surrendered all keys.

19. Remedies Upon Member’s Default: On default, Operator may choose any or all of the following remedies: a) terminate this Agreement, b) accelerate all rent payments payable under this Agreement, c) demand security deposit or additional deposits, d) take any action authorized by law to recover office space and Operator’s property from Member, e) Operator may immediately cease providing Member with any or all services, including telecommunications and network/IT services. Member agrees that the withholding of services without compliance with the provisions of any applicable unlawful detainer or eviction statute which only governs the physical occupancy of the office(s) and is inapplicable to other services such as telecommunications, reception services, network access, conference rooms, parking, etc. Member agrees that Operator is incapable of mitigating damages for breach of this Service Agreement.

20. Miscellaneous Provisions

20.1. Occupancy: If occupancy cannot be provided by Operator for any reason by the commencement date stated above, Operator shall not be liable for any damages, but rent shall not accrue until occupancy can be provided.

20.2. Relocation: Dedicated Space Members agree that upon 30 days’ written notice Operator may require that you relocate to another office/desk space within the premises. Operator will make space available of approximate equal size (or larger) and similar configuration for the remainder of the term at a rate no greater than Member’s current Monthly Fees for the same number of users.

20.3. Insurance: Member understands that Operator does not provide any insurance for Member’s benefit. Member agrees to insure, at its own expense, its personal property from all perils and assumes all risk of loss with respect to its property and that of its employees, agents, and guests. Member agrees to endorse Operator as additional named insured on its policy.

20.4. Media Consent: From time to time Operator takes videos and photos of the space, particularly during community events. These videos and photos may be posted to Operator’s website and social media accounts. Users of the space expressly consent to the use of any photos or video which include their likeness on Operator’s website or social media postings.

21. Waiver: Member acknowledges that due to the imperfect nature of verbal, written, and electronic communications and equipment, Operator shall not be responsible for damages, direct or consequential, which may result from the failure of Operator to furnish any service, including but not limited to the service of conveying messages, communications, and other utility or services described under this Agreement or agreed by Operator. This indemnification of liability includes any perceived loss of business, profits, or anticipated earnings that rises out of or in connection with the Member’s use of Operator’s services including telephone, voicemail, phone answering, mail delivery or mail forwarding, internet and computer services. Member’s sole remedy and Operator’s sole obligation for any failure to render any service, any error or omission or any delay or interruption with respect thereto, is limited to an adjustment to Member’s billing in an amount equal to the charge for such service for the period during which the failure, delay, an interruption occurs or continues. Nonetheless, Member may terminate this Agreement by providing Operator with seven (7) days advance written notice if Operator’s services substantially cease to function for seven (7) consecutive business days during the term of this Agreement unless Member is in default of this Agreement. Further, except for loss or damage to Member’s property intentionally caused by Operator’s agents or employees, Member, as a material consideration of this Agreement waives all claims again Operator for loss or damage to the Member’s property caused by fire, water, theft or otherwise.

22. Indemnify and Hold Harmless: Due to the imperfect nature of technology and verbal, written, mailed, or electronic communication, as well as mistakes by employees or associates, or due to strike, Force Majeure, or other unforeseen occurrences, Member agrees that Operator is free from all liability for claims for damages by any reason barring willful misconduct on behalf of Operator. This indemnification of liability includes any perceived loss of business, profits, or anticipated earnings that arises out of or is in connection with Member’s use of Operators’ services including telephone, voicemail, phone answering, mail delivery or mail forwarding, internet and computer services, or center-specific services. Member agrees that Operator is to be free from all liability for claims for damages by reason of injury to any person or loss or damage to any property from any cause while in, upon, or in any way connected with the facilities of Operator. Member agrees to hold Operator harmless from all liability, loss, cost, or obligations arising out of any such injuries or losses, however, occurring.

23. Limitation of Liability: Operator shall not be liable for any direct, indirect, incidental, punitive, special, multiple, or consequential damages resulting from Member’s use or inability to use the Services or for the cost of procurement of substitute goods and services or resulting from any products or services purchased or obtained through the site including loss of profits, use, data or intangible property, even if Operator has been advised of the possibility of such damages. The entire liability of Operator, and Member’s exclusive remedy with respect to the use of the site and Services, are limited to the lesser of: 1) the amount actually paid by Member for the Services during the three (3) months preceding the date of any claim made by Member; or 2) $500.00 (US), whichever is less. By acceptance of this Agreement, Member hereby releases Operator from any obligations, liabilities, and/or claims in excess of this limitation.

24. Attorney’s Fees: If either party breaches any term, covenant, or condition of this Agreement, the breaching party shall pay the other party’s reasonable expenses, including attorney’s fees, incurred in enforcing its rights under this Agreement.

25. Right of Entry: Operator shall have the right to enter Member’s Dedicated Space(s) in the following circumstances: a) in the case of emergency, b) upon reasonable advanced notice to Member for cleaning, to make repairs or to exhibit the office(s) to potential Members, and c) to supply services requested by Member.

26. Rules and Regulations: Member agrees to comply with the normal rules and regulations imposed upon Operator by the Master Lease or by norms dictated by the use of the space, for which amendments may be required from time to time, for which Member will be notified in writing. Documented Rules and Regulations are available on Premises. If applicable and required by Master Lease, Member agrees to accept and sign acknowledgement of specific Premises-based Rules and Regulations.

27. Master Lease: This Agreement shall be subject and subordinate to the Lease under which the Operator holds possession of the Premises. Upon termination of such Lease, for any reason, this Agreement shall terminate and Member shall promptly surrender Member’s office. If applicable, Member may be asked to accept location specific provisions mandated. Any required Addendum will be submitted to Member, for review and signature, as an attachment to this Agreement prior to Commencement.

28. Assignment and Subletting: Member’s interest under this Agreement many not be encumbered or assigned, in whole or part, either by act of Member or by operation of law without the express written consent of Operator. In the absence of written consent, any purported encumbrance, assignment or sublease by Member shall not be binding on Operator.

29. Time is of the Essence: The timing provisions contained in this Agreement constitute a material part of the Agreement.

30. Applicable Law: The Agreement shall be governed and construed in accordance with the laws of the State of California. This instrument and all documents incorporated by reference contain the entire Agreement of the parties. No representation or promise relating to and no amendment of this Agreement shall be binding unless it is in writing and signed by both parties. If any provision of this Agreement is held to be unenforceable, this Agreement shall be construed without such provision. The captions are not part of the Agreement.

4. HOUSE RULES: During the term of this Agreement, Member agrees to adhere to all terms, conditions, and policies provided by Operator relating to the use of the Common Areas, and Premises. The House Rules, the most recent version which is attached, may be revised and amended by Operator without the prior consent of Member, provided that Operator will provide Member notice of such revisions and/or amendments. In the event of a conflict between the terms of this Agreement and the House Rules, the House Rules shall govern and control.

4.1. Conference Room Usage: (If applicable) Member will receive account information to access the Operator’s meeting room reservation portal for the purposes of scheduling, on a first-come, first-served basis. Contracted credits are to be used by the last billing day of the month and will not be carried over. Credit use over the contracted amounts will be billed at the Operator’s hourly rates. Member agrees to adhere to Operator’s cancellation and other pertinent policies regarding use as posted on the Member Services Portal. Pre-purchased Credit Plans will be tracked and overage fees, when applicable, will be applied month to month schedule. Usage will be tracked from the 1st of the month to the 31th. Fees will appear on the invoice due on the 1st day on the second month from usage.

4.2. Alterations: Member may not make any physical alterations to Member’s office(s) or dedicated space without the prior written consent of Operator. Exceptions are: a) hanging light-weight pictures, b) adding furniture that doesn’t interfere with the space (moving regulations must be adhered to), and c) installing business equipment that does not interfere with the interior surfaces or existing electrical, cabling, or telephonic systems.

4.3. Corridor and Exit Doors: Member will not prop open any corridor doors, exit doors, or doors connected to corridors during or after business hours.

4.4 Service Animals: No animals, except licensed service animals, assisting the disabled, may be brought in or kept in or about the Premises or Building.

4.5 Smoking: Smoking, including vape and e-cigarettes, is prohibited on the Premises at all times. Individual building rules regarding smoking restrictions must be followed by Member and their employees and guests.

4.6. Signage: No sign, placard, picture, advertisement, name, or notice shall be inscribed, displayed, or printed, or affixed on or to any part of the outside or inside of the Building without the written consent of Operator. Operator shall have the right to remove same without notice, and at the expense of Member.

4.7. Common Areas: The sidewalks, halls, passages, exits, entrances, elevators, and stairways shall not be obstructed by any use of the Member or used for any purpose other than for ingress and egress from their respective office(s) or Premise.

4.8. Quiet Enjoyment: Member will not interfere with the quiet enjoyment of any of Operator’s other Members.

4.9. Door Locks: Member shall not alter any lock or install any new or additional locks or any bolts on any doors or windows of the Premises.

4.10. Restrooms: The building restrooms, urinals, wash bowls, and other apparatus shall not be used for any purpose other than that for which they were constructed and no foreign substance of any kind shall be thrown therein and the expense of any breakage, stoppage, or damage resulting from the violation of this rule shall be borne by the Member who, or whose agents, officers, employees, invitees or guests, shall have caused it.

4.11. Office Safe/Heavy Equipment: Member must inform Operator of safes or other heavyequipment intended for placement in the office(s). Operator shall have the right to prescribe the weight, size, and position of all safes and other heavy equipment and also the time and manner of moving the same in and out of the Building. Safes and other heavy objects shall, if considered necessary by Operator, stand on supports of such thickness as necessary to properly distribute the weight. Operator will not be responsible for loss of or damage to said property from any cause. The repair of damage done to the Premises or building by moving or maintaining any such equipment shall be at the expense of Member.

4.12. Moving: Any moving company or contractor retained by Member to undertake moving activities, including but not limited to furniture, freight, and other large equipment, to or from the Premises must first be pre-approved by Operator, in Operator’s sole but reasonable discretion; and obtain Operator’s approval of the timing and manner of the moving activities and schedule.

4.13. Cyber Café Appliances: Other than the use of the microwave and coffee machine, no other cooking shall be done or permitted by any Member on the Premises, nor shall the Premises be used for the storage of merchandise, for washing clothes, for lodging, or for any improper, objectionable, or immoral purpose.

4.14. No Flammable or Toxic Materials: Member shall not use or keep in the Premises any flammable or combustible fluid or material or use any method of heating or air conditioning other than that supplied by Operator (small office fans excluded). Member shall not use, keep, or permit to be used or kept, any foul or noxious gas or substance in the Premises.

4.15. Telephone/Cabling Installation: Operator will direct electricians as to where and how telephone and data cabling of any kind is to be installed. No boring or cutting for the wires and cable will be allowed without the consent of the Operator. The location of telephones, call boxes, and other office equipment affixed to the Premises shall be subject to the approval of Operator. Operator may, at its sole discretion, reallocate phone lines available on the floor in which the Premises are located at any time during the term of this Agreement. All cabling must be removed prior to moving out.

4.16. Access to Building and Premises: On Weekends and legal holidays, and on other days between the hours of 5:00 p.m. and 8:30 a.m. the following day, access to the Premises, building, elevators and stairways may be refused unless the person seeking access is known to the person or employee of the Building and has access “keys.” The Operator shall in no case be liable for damages for any error with regard to the admission to or exclusion from the Premises or building of any person. In case of invasion, mob, riot, public excitement, or other commotion, access to the Building and/or Premises may be denied by the closing of the doors or otherwise, for the safety and protection of the suite and building’s Members and property. Operator reserves the right to exclude or expel from the Premises and building any person who, in the judgment of the Operator, is intoxicated or under the influence of liquor or drugs, or who shall in any manner appear likely to act in violation of any of the rules of the Premises or Building.

4.17. Common Area Operations: Operator shall have the right to control and operate the public portions of the Building and the public facilities, and heating and air conditioning, as well as facilities furnished for the common use of the Members, in such manner as it deems best for the benefit of the Members generally.

4.18. Enforcement: Member agrees that compliance with these House Rules is a material component of the Member License Agreement and Terms of Use between Member and Operator. Member agrees to abide by all such rules and regulations and any written amendments or modifications to same. Operator shall have no responsibility to Member for any violation or non- performance of these House Rules by any of Operator’s other Members or Members in the Building.

VON Service Agreement 07/06/2021

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