Effective Date: April 23, 2017
This User Agreement (this “Agreement”) is a contract between you (“you” or “User”) and Cowork7x24 Jsc. (“Cowork7x24”, “we,” or “us”). You must read, agree to, and accept all of the terms and conditions contained in this Agreement in order to use our website located at www.cowork7x24.com, all affiliated websites, including mobile websites and applications, owned and operated by us, our predecessors or successors in interest, or our Affiliates (collectively, the “Site” or the “Apps”), all services (including but not limited to “MaaS”, Marketing as a Service), applications and products that are accessible through the Site and all Cowork7x24 mobile applications that link to or reference this Agreement (“Site Services”) whether provided by us or our Affiliates.
Subject to the conditions set forth herein, Cowork7x24 may, in its sole discretion, amend this Agreement and the other Terms of Service at any time by posting a revised version on the Site and will provide reasonable advance notice of any amendment that includes a Substantial Change. If the Substantial Change includes an increase to Fees or commissions charged by Cowork7x24, Cowork7x24 will provide at least 30 days’ advance notice of the change, but may not provide any advance notice for changes resulting in a reduction in Fees or commissions or any temporary or promotional Fee changes. Any revisions to the Terms of Service will take effect on the noted effective date or when posted if there is no noted effective date (each, as applicable, the “Effective Date”).
Your continued use of the Site or the Site Services after the Effective Date of a revised version of this Agreement or of any other Terms of Service constitutes your acceptance of and agreement to be bound by the Terms of Service as revised. In the event of a conflict between this Agreement and the other Terms of Service, this Agreement will control unless the other Agreement explicitly states that it controls. Capitalized terms are defined throughout this Agreement and in Section 23 (Definitions).
YOU UNDERSTAND THAT BY USING THE SITE OR SITE SERVICES AFTER THE EFFECTIVE DATE, YOU AGREE TO BE BOUND BY THE TERMS OF SERVICE, INCLUDING THE MANDATORY BINDING ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION IN SECTION 21.4 OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF SERVICE IN ITS ENTIRETY, YOU MUST NOT ACCESS OR USE THE SITE OR THE SITE SERVICES AFTER THE EFFECTIVE DATE. IF YOU AGREE TO THE TERMS OF SERVICE ON BEHALF OF AN ENTITY, OR IN CONNECTION WITH PROVIDING OR RECEIVING SERVICES ON BEHALF OF AN ENTITY OR AGENCY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT ENTITY OR AGENCY TO THE TERMS OF SERVICE. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT ENTITY OR AGENCY.
1. DIGITAL SIGNATURE
By registering for a Cowork7x24 account on the Site (an “Account”), or by clicking to accept the Terms of Service when prompted on the Site, you are deemed to have executed this Agreement and the other Terms of Service electronically, effective on the date you register your Account or click to accept the Terms of Service, pursuant to the EU Electronic Signature Law. Your Account registration constitutes an acknowledgement that you are able to electronically receive, download, and print this Agreement, the other Terms of Service, and any amendments.
2. CONSENT TO USE ELECTRONIC RECORDS
In connection with the Terms of Service, you may be entitled to receive certain records from Cowork7x24 or our Affiliates, such as contracts, notices, and communications, in writing. To facilitate your use of the Site and the Site Services, you give us permission to provide these records to you electronically instead of in paper form. You should notify Cowork7x24 in advance, should you wish to receive a written copy of such records too.
2.1 YOUR CONSENT AND YOUR RIGHT TO WITHDRAW CONSENT
By registering for an Account, you consent to electronically receive and access, via email or the Site, all records and notices for the services provided to you under the Terms of Service that we or our Affiliates would otherwise be required to provide to you in paper form. However, we reserve the right, in our sole discretion, to communicate with you via any mail services using the address under which your account is registered. Your consent to receive records and notices electronically will remain in effect until you withdraw it. You may withdraw your consent to receive further records and notices electronically at any time by contacting Customer Support. If you withdraw your consent to receive such records and notices electronically, we will revoke your access to the Site and the Site Services, and you will no longer be permitted to use the Site or the Site Services. Any withdrawal of your consent to receive records and notices electronically will be effective only after we have a reasonable period of time to process your request for withdrawal. Please note that your withdrawal of consent to receive records and notices electronically will not apply to records and notices electronically provided by us to you before the withdrawal of your consent becomes effective.
2.2 KEEPING YOUR ADDRESS AND EMAIL ADDRESS CURRENT WITH US
In order to ensure that we are able to provide records and notices to you electronically, you agree to notify us immediately of any change in your email address by updating your Account information on the Site or by contacting Customer Support. In addition, so that we may communicate with you via mail services, you agree to notify us immediately of any change in your address.
2.3 HARDWARE AND SOFTWARE YOU WILL NEED TO USE THE SITE SERVICES FOR YOUR BUSINESS
To access and retain the records and notices we provide to you electronically, you will need: (a) a valid email address; (b) a computer system that operates on a platform like Windows or Mac; (c) a connection to the Internet; (d) Current Versions of the software, browsers, plug-ins, or other computer applications and programs identified on the Site (Users utilizing other browsers may experience compatibility difficulties); (e) a Current Version of a program that accurately reads and displays PDF files, such as the Current Version of Adobe Acrobat Reader; (f) a computer or device and an operating system capable of supporting all of the above; and (g) a printer to print out and retain records and notices in paper form or electronic storage to retain records and notices in an electronic form. By “Current Version”, we mean a version of the software that is currently being supported by its publisher. We may change these requirements from time to time and will update this Agreement accordingly. You should retain a copy of all of the records and notices we send to you electronically.
By accepting and agreeing to this Agreement and the other Terms of Service electronically, you represent that (x) you have read and understand the above consent to receive records and notices electronically; (y) you satisfy the minimum hardware and software requirements specified above; and (z) your consent will remain in effect until you withdraw your consent as specified above.
3. Cowork7x24 ACCOUNTS
3.1 ACCOUNT ELIGIBILITY
To use the Site and certain Site Services, you must register for an Account.
If you are offering to sell or rent out services or products through Cowork7x24, you are confirming that you are using the Site and Site Services for your business purposes only, and not for personal, household, or consumer use. To use the Site and Site Services for business purposes, you must have, and hereby represent that you have, a registered business (whether it be as a self-employed individual/sole proprietor or as a corporation or other entity) and further represent that you intend to use the Site and Site Services for your business purposes only, unless you use the Site and Site Services solely as an employee and Agency Member of a registered Agency Account. You understand that you must comply with any licensing or registration requirements with respect to your business, and you represent that you comply with all such requirements.
If you are using Cowork7x24 platform to book or purchase products or services, you do not need to have a business account.
To register for an Account, you must be, and hereby represent that you are, a legal entity or an individual 18 years or older who can form legally binding contracts. By registering for an Account, by using the Site or Site Services after the Effective Date if you had an account on the Effective Date, or by clicking to accept the Terms of Service when prompted on the Site, you agree to: (a) abide by this Agreement and the other Terms of Service; (b) be financially responsible for your use of the Site and the purchase or delivery of Coworkings Spaces Services; and (c) perform your obligations as specified by any Service Contract that you enter into, unless such obligations are prohibited by applicable law or the Terms of Service. Cowork7x24 reserves the right, in our sole discretion, to refuse, suspend, or revoke your access to the Site and Site Services upon discovery that any information you provided on any form or posted on the Site is not true, accurate, or complete, or such information or other conduct otherwise violates the Terms of Service, or for any other reason or no reason in Cowork7x24’s sole discretion.
You represent that you are not a citizen or resident of a geographic area in which access to or use of the Site or Site Services is prohibited by applicable law, decree, regulation, treaty, or administrative act either locally or globally. You agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, that you will immediately cease using the Site and Site Services.
3.2 ACCOUNT REGISTRATION (PROFILE)
By registering for an account, you must complete a User profile (“Profile”), which you consent to be shown to other Users and, unless you change your privacy settings, the public.
If you are a “Coworking Space”, you represent and warrant that you use your Profile to market your business to others for the purpose of entering into “Service Provider” relationships with other Users. You agree to provide true, accurate, and complete information on your Profile and all registration and other forms you access on the Site or provide to us and to update your information to maintain its truthfulness, accuracy, and completeness. You agree not to provide, and to correct any information about your location, your business, your skills, or the services your business provides that is or becomes false or misleading. You agree not to register for more than one Client Account and one User Account without express written permission from us (except that you may register as an Agency Member of other Accounts as provided below). You agree not to ask or allow another person to create an Account on your behalf, for your use, or for your benefit.
3.3 IDENTITY VERIFICATION
When you register for an Account and from time to time thereafter, your Account will be subject to verification, including, but not limited to, validation against third-party databases or the verification of one or more official government or legal documents that confirm your identity and your ability to represent your business on Cowork7x24, if it is a separate legal entity. You authorize Cowork7x24, directly or through third parties, to make any inquiries necessary to validate your identity and confirm your ownership of your email address or financial accounts, subject to applicable law. When requested, you must provide us with information about you and your business.
3.4 COWORKING SPACE ACCOUNTS
You may create an account through which other authorized Employees (each, a “Coworking Space Employee”) may act on your behalf in the roles you assign for your account (a “Coworking Space Account”). You may create a Coworking Space Account on behalf of a business (the “Coworking Space”) that you represent through a sole proprietor or a partnership, corporation, or other legal entity. The Coworking Spaces Employees may have certain account administration privileges for the Coworking Space Account to act on behalf of the business. This is under your sole responsibility to set up the desired privileges.
Each Coworking Space Employee must have an Account and a Profile. You understand and agree that the Coworking Space may determine the Profile visibility and their roles and responsibilities of any of its Coworking Space Employees, and you authorize the Coworking Space to do so by becoming a Coworking Space Employee. Each Coworking Space Employee must be a User and must be a real person or legally recognized entity. Each Coworking Space Employee’s Account Profile must contain the Coworking Space Employee’s real name, and Coworking Space Employees must comply with all Terms of Service. Coworking Space Employees’ identities will be subject to verification. If any of your Coworking Space Employees violate the Terms of Service, it may affect your ability to use the Site. Upon closure of a Coworking Space Account, Cowork7x24 may close any or all related Accounts.
You agree to grant access to the Coworking Space Account, including with respect to any Coworking Space Employees, only to Users authorized to act on your behalf and only in accordance with the Terms of Service. Additionally, you agree to be fully responsible and liable for any action of any Coworking Space Employee and any other User who uses the Coworking Space Account, including Coworking Space Administrators. You represent that your Coworking Space Employees have the authority to accept the Terms of Service on your behalf and to create a legally binding obligation on your behalf. You understand and agree that a Coworking Space Employee may accept and enter into Service Contracts on behalf of the Coworking Space, and that the Coworking Space is responsible and liable for all Service Contracts accepted by anyone acting as a Coworking Space Employee.
Each Coworking Space Employee is either an employee or an independent contractor of the Coworking Space, as determined by the Coworking Space. Without limiting the Coworking Space’s obligations described in Section 8.2 (Responsibility for Employees and Subcontractors, Including Coworking Space Owners and Managers), the Coworking Space acknowledges and agrees that it assumes all liability for the classification of its Coworking Space Employees as employees or independent contractors. The Coworking Space further acknowledges and agrees that the Coworking Space is responsible for paying its Coworking Space Employees. Coworking Space Employees acknowledge and agree that their Coworking Space is solely responsible for paying them for work on behalf of the Coworking Space and that such payments will not be made through the Site.
Your Coworking Space Account (including feedback, ratings or reviews) and username are transferable only upon Cowork7x24’s approval, at Cowork7x24’s sole discretion.
You understand and agree that Coworking Space Employee’s’ Profiles may display work history that includes work done under the Coworking Space, including after the Coworking Space Employee is no longer a Coworking Space Employee.
3.5 USERNAMES AND PASSWORDS
When you register for an Account, you will be asked to choose a username and password for the Account. Each User and any Coworking Space Account Administrator will also be asked to choose the initial username and password for any Coworking Space Account that is added to the Account (and can change the password for the Coworking Space Account at any time).
You are entirely responsible for safeguarding and maintaining the confidentiality of your Account or Coworking Space Account username and password. You authorize Cowork7x24 to assume that any person using the Site with your username and password, either is you or is authorized to act for you. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or Coworking Space Account or any unauthorized access to your password or the password of any User of your Account (or any related Coworking Space Account). You further agree not to use any username, or password of another User of the Site that you are not authorized to use, and not to allow others who are not authorized to do so to use your Account or Coworking Space Account at any time.
3.6 MARKETPLACE FEEDBACK
You acknowledge and agree that feedback benefits the marketplace, all Users, and the efficiency of the Site and you specifically request that Cowork7x24 post composite or compiled feedback about Users, including yourself, on User Profiles and elsewhere on the Site. You further acknowledge and agree that Cowork7x24 will make feedback results available to other marketplace Users, including composite or compiled feedback. Cowork7x24 provides this feedback system as a means through which Users can share their opinions publicly and Cowork7x24 does not monitor or censor these opinions, unless some words or statements are specifically prohibited by local laws.
Cowork7x24 does not investigate any remarks posted by Users for accuracy or reliability but may do so if a User requests that Cowork7x24 do so. You may be held legally responsible for damages suffered by other Users or third parties as a result of your remarks if such remarks are legally actionable or defamatory. Cowork7x24 is not legally responsible for any feedback or comments posted or made available on the Site by any Users or third parties, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect Users from abuse, Cowork7x24 reserves the right (but is under no obligation) to remove posted feedback or information that, in Cowork7x24’s sole judgment, violates the Terms of Service or negatively affects our marketplace. You acknowledge and agree that you will notify Cowork7x24 of any error or inaccurate statement in your feedback results, and that if you do not do so, Cowork7x24 may rely on the accuracy of such information.
4. PURPOSE OF THE SITE AND SITE SERVICES
The Site is a marketplace where Clients, aka Coworking Spaces, and Users, aka Coworkers, can identify each other and advertise, sell and rent Coworking Spaces Services online. Subject to the Terms of Service, Cowork7x24 provides the Site Services to Users, including hosting and maintaining the Site, enabling the formation of Service Contracts, and coordinating disputes related to those Service Contracts. If Users agree on terms for Coworking Spaces Services, a Service Contract is formed directly between such Users, subject to the provisions set forth in Section 5 (Contractual Relationship Between Client and User). When a User enters a Service Contract, the User uses the Site to engage, communicate, invoice and pay online.
5. CONTRACTUAL RELATIONSHIP BETWEEN CLIENT AND USER
5.1 SERVICE CONTRACTS
You acknowledge and agree that a Service Contract is comprised of the following agreements (as applicable):
(a) The Client, aka Coworking Space, is responsible to deliver the services booked by the User, aka Coworker.
(b) The User, aka Coworker, is responsible to pay for the booked services online through Cowork7x24 unless an offline payment has been agreed through Cowork7x24 booking conditions.
(c) the booking conditions awarded and accepted on the Site between Client and User do not, and do not purport to, expand Cowork7x24’s obligations or restrict Cowork7x24’s rights under the Terms of Service;
You acknowledge and agree that a Service Contract between the Client and User is formed when a booking is confirmed. The conditions of the booking define the conditions of the Service Contract, including but not limited to modification and cancellations, the price to be paid, the payment method and amenities included.
You acknowledge and agree that Cowork7x24 is not a party to any Service Contracts, and that the formation of a Service Contract between Users will not, under any circumstance, create an employment or other service relationship between Cowork7x24 and any Coworker.
6. PAYMENT TERMS
6.1 BOOKING FEE
The booking fees to book a desk, meeting room, event space or other Coworking Spaces Products or Services through the Site and Site Services are paid by the Users.
The booking fee is explicitly stated in each booking, and is visible to the User before a booking is confirmed.
When a User pays Cowork7x24 the booking fee to book a Coworking Spaces Product or Service, Cowork7x24 will credit the Coworking Space Account for the full amount paid or released minus the Cowork7x24 service fee, or booking commission in the amount specified in the Cowork7x24 Fees Agreement (the “Service Fee”). Coworking Space agrees to pay Cowork7x24 the Service Fee for using the Site’s communication, invoicing, dispute resolution and payment services.
6.3 NO FEE FOR MEMBERSHIP, OR SEARCHES, OR ACCESSING CONTENT
Cowork7x24 does not charge a fee for use of the Site for searching, browsing or accessing publicly available content through the Site.
However, a Client and a User are obligated to use the Site to pay and receive payment for their business together if they identified each other through the Site, as detailed in Section 7 (Non-Circumvention), below.
In addition, Cowork7x24 does not charge any fee or dues for posting public feedback and composite or compiled feedback.
6.4 DISBURSEMENTS TO COWORKING SPACES
Cowork7x24 disburses funds that are payable to a Coworking Space for the provided services within 7 business days after the User has used the services. Coworking Space agrees that it will not receive interest or other earnings on the funds held by Cowork7x24 prior to disbursement to Coworking Space.
Notwithstanding any other provision of the Terms of Service, and except as prohibited by applicable laws, if we determine in our sole discretion that you have violated the conditions and restrictions of the Site or the Terms of Service, Cowork7x24 may hold the disbursement of the Booking Fees. Additionally, Cowork7x24 may also hold the disbursement of the Booking Fees if: (a) we require additional information, such as Coworking Space’s tax information, government-issued identification, address, or date of birth; (b) we have reason to believe the booking Fees may be subject to dispute or chargeback; (c) we suspect fraud; (d) we believe there are reasonable grounds for insecurity with respect to the performance of obligations under a Service Contract, this Agreement, or other Terms of Service; (e) we deem it necessary in connection with any investigation; or (f) required by applicable law.
In cases of fraud, abuse, or violation of the Terms of Service, Cowork7x24 reserves the right to revoke any payments, hold and reclaim all booking Fees due to Coworking Space (not just the Booking Fees from the Service Contract(s) under investigation) unless prohibited by applicable law. In addition, we reserve the right to seek reimbursement from you, and you will reimburse us, if we suspect fraud or criminal activity associated with your payment, withdrawal, or Engagement; if we discover erroneous or duplicate transactions; or if we have supplied our services in accordance with this Agreement yet we receive any chargeback from the Payment Method used by you. You agree that we have the right to obtain such reimbursement to charge any other account you hold with us, offsetting any amounts determined to be owing, deducting amounts from future payments or withdrawals, charging your Payment Method, or obtaining reimbursement from you by any other lawful means. Failure to pay for reimbursements of chargebacks is cause for termination of the applicable Cowork7x24 Account and revocation of your access to the Site.
If User fails to pay the booking Fees or any other amounts due under the Terms of Service, whether by canceling credit or debit card, initiating an improper chargeback, or any other means, Cowork7x24 may suspend or close User’s Account and revoke User’s access to the Site, including User’s authority to use the Site to process any additional payments, enter into bookings, or obtain any additional Coworking Spaces Services. Without limiting other available remedies, User must pay Cowork7x24 upon demand for amounts owed under the Terms of Service, plus interest on the outstanding amount at the lesser of one and one-half percent (1.5%) per month or the maximum interest allowed by applicable law, plus attorneys’ fees and other costs of collection to the extent permitted by applicable law. To the extent permitted by applicable law, Cowork7x24 may set off amounts due against other amounts received from or held by Cowork7x24 for User, make appropriate reports to credit reporting agencies and law enforcement authorities, and cooperate with credit reporting agencies and law enforcement authorities in any resulting investigation or prosecution.
6.6 NO RETURN OF FUNDS
User acknowledges and agrees that Cowork7x24 will charge User’s designated Payment Method for the booking Fees inline with the booking conditions as determined by the Coworking Space. Therefore, and in consideration of the Site Services provided by Cowork7x24, User agrees that once Cowork7x24 charges the User’s designated Payment Method for the booking Fees as provided in this Agreement or the other Terms of Service, the charge is non-refundable unless the otherwise was agreed in the booking conditions for cancellation and rebooking, except as otherwise required by applicable law. User also acknowledges and agrees that the Terms of Service provide a dispute resolution process as a way for User resolve disputes. To the extent permitted by applicable law, User therefore agrees not to ask its credit card company, bank, or other Payment Method provider to charge back any booking Fees or other Fees charged pursuant to the Terms of Service for any reason. A chargeback in breach of the foregoing obligation is a material breach of the Terms of Service. If User initiates a chargeback in violation of this Agreement, User agrees that Cowork7x24 may dispute or appeal the chargeback and institute collection action against User.
6.7 FORMAL INVOICES AND TAXES
Cowork7x24 will have no responsibility for determining the necessity of or for issuing any formal invoices, or for determining, remitting, or withholding any taxes applicable to the booking Fees. Coworking Space will be solely responsible for determining whether it is required by applicable law to issue any formal invoices for the booking Fees and for issuing any invoices so required to the User or to the Client. Coworking Space will also be solely responsible for determining whether: (a) Coworking Space or Cowork7x24 is required by applicable law to remit to the appropriate authorities any value added tax or any other taxes or similar charges applicable to the booking Fees and remitting any such taxes or charges to the appropriate authorities on behalf of itself or Cowork7x24, as appropriate; and (b) Cowork7x24 is required by applicable law to withhold any amount of the booking Fees and for notifying Cowork7x24 of any such requirement and indemnifying Cowork7x24 (either by Cowork7x24, at our sole discretion, offsetting the relevant amount against a future payment of booking Fees to Coworking Space or Coworking Space reimbursing Cowork7x24 for the applicable amount) for any requirement to pay any withholding amount to the appropriate authorities (including penalties and interest). In the event of an audit of Cowork7x24, Coworking Space agrees to promptly cooperate with Cowork7x24 and provide copies of Coworking Space’s tax returns and other documents as may be reasonably requested for purposes of such audit.
6.8 PAYMENT METHODS
Users may be charged a fee for payment processing and administration as described in the Coworking Fee Agreement.
In order to use certain Site Services, User must provide account information for at least one valid Payment Method.
User hereby authorizes Cowork7x24 to run credit card authorizations on all credit cards provided by Client, to store banking or other financial details as Client’s method of payment for Services, and to charge Client’s credit card (or any other Payment Method). Credit cards and PayPal accounts and, if applicable, bank accounts in most countries will be charged by Cowork7x24.
By providing Payment Method information through the Site, User represents, warrants, and covenants that: (a) User is legally authorized to provide such information; (b) User is legally authorized to perform payments using the Payment Method(s); and (c) such action does not violate the terms and conditions applicable to User’s use of such Payment Method(s) or applicable law. When User authorizes a payment using a Payment Method via the Site, User represents, warrants, and covenants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under this Agreement or the other Terms of Service cannot be collected from User’s Payment Method(s), User is solely responsible for paying such amounts by other means.
6.9 LOCAL CURRENCY AND FOREIGN CURRENCY CONVERSION
The Site and the Site Services operate in Local Currencies of Coworking Spaces. If Client’s Payment Method is denominated in a currency other than the Local and requires currency conversion to make payments in Local Currency, the Site may display foreign currency conversion rates that Cowork7x24 currently make available to convert supported foreign currencies to Local Currency. These foreign currency conversion rates adjust regularly based on market conditions. Please note that the wholesale currency conversion rates at which we or our Affiliates obtain foreign currency will usually be different than the foreign currency conversion rates offered on the Site. User, at its sole discretion and risk, may authorize the charge of its Payment Method in a supported foreign currency and the conversion of the payment to Local Currency at the foreign currency conversion rate displayed on the Site. A list of supported foreign currencies is available on the Site. If foreign currency conversion is required to make a payment in Local Currency and either Cowork7x24 or another Affiliate does not support the Local or foreign currency or User does not authorize the conversion of such payment at the foreign currency conversion rate displayed on the Site, Cowork7x24 or an Affiliate will charge User’s Payment Method in Euros and User’s Payment Method provider will convert the payment at a foreign currency conversion rate selected by User’s Payment Method provider. User’s Payment Method provider may also charge fees directly to the Payment Method used to fund a cross-border payment even when no currency conversion is involved. User’s authorization of a payment using a foreign currency conversion rate displayed on the Site is at User’s sole risk. Cowork7x24, and other Affiliates are not responsible for currency fluctuations that occur when billing or crediting a Payment Method denominated in a currency other than Euro. Cowork7x24, and other Affiliates are not responsible for currency fluctuations that occur when receiving or sending payments via wire transfer, check or automated clearinghouse to and from their Accounts.
6.10 LIMITED PAYMENT PROTECTION
In the rare event that a User does not make payment for legitimate services performed by a Coworking Space, Cowork7x24 will provide limited payment protection to the Coworking Space as detailed in this Section 6.10 (“Payment Protection”) as a membership benefit to foster fairness, reward loyalty, and encourage the Coworking Space to continue to use the Site and Site Services for their business needs.
Cowork7x24 only provides Payment Protection to Coworking Spaces only if all of the following criteria are met: (a) User has a verified Payment Method; (b) the booking was made on Cowork7x24 Site. Without limiting the foregoing, Payment Protection does not apply to: (w) Users, or Bookings violating this Agreement or the other Terms of Service; (x) Coworking Spaces that are aware of or complicit in another User’s violation of this Agreement or the other Terms of Service; (y) Coworking Spaces that are suspected (in Cowork7x24’s sole discretion) of actual fraudulent activities or abuse of this Payment Protection.
Coworking Space hereby irrevocably assigns to Cowork7x24 the right to recover from the User any amounts that Cowork7x24 or our Affiliates provide to the Coworking Space in connection with the Payment Protection membership benefit.
You agree not to circumvent the Payment Methods offered by the Site. By way of illustration and not in limitation of the foregoing, you must not:
- Submit proposals of booking or payments outside the Site.
- Accept proposals of bookings, or to deliver services, invoice, or receive payment outside the Site.
You agree to notify Cowork7x24 immediately if another person improperly contacts you or suggests making or receiving bookings or payments outside of the Site. If you are aware of a breach or potential breach of this non-circumvention agreement, please submit a confidential report to Cowork7x24 by sending an email message to: contact@Cowork7x24.com.
8. BOOKING TERMS
The Coworking Space agrees to deliver the Coworking Spaces Services as outlined in the booking.
8.1 BOOKING CONFIRMATION
Bookings are final, and form a service contract between the Client and the User when one of the following conditions hold true :
- User requests a booking, and booking is confirmed by the Coworking Space, or
- User confirms a booking through “book now”
Once a booking is confirmed, it is bound to the Service Contract conditions for rebooking, cancellations and modifications.
9. RELATIONSHIP WITH Cowork7x24
Cowork7x24 is not a party to the dealings between Coworking Space and User, but a marketplace provider easening the process of booking a desk, meeting room , event spaces or other Coworking Spaces products and Services.
Cowork7x24 is not required to and may not verify any feedback or information given to us by Users or Coworking Spaces, nor does Cowork7x24 perform background checks on Users or Coworking Spaces.
You hereby acknowledge and agree that Cowork7x24 may provide information on the Site about a Coworking Space or a User, such as feedback, composite feedback, including a rating score, geographical location, or verification of identity or credentials. However, such information is based solely on data that Coworking Spaces or Users voluntarily submit to Cowork7x24 and does not constitute and will not be construed as an introduction, endorsement, or recommendation by Cowork7x24; Cowork7x24 provides such information solely for the convenience of Users.
10. THIRD-PARTY BENEFICIARY
Coworking Spaces appoint Cowork7x24 as a third-party beneficiary of their Service offerrings for purposes of enforcing any obligations owed to, and any benefits conferred on, Cowork7x24 hereunder. For example, Section 5.1(c) and Section 5.1(d) of this Agreement prohibit certain terms in any Service Contract and Cowork7x24 is hereby made a third-party beneficiary for purposes of enforcing such prohibitions. Users further agree that Cowork7x24 has the right to take such actions with respect to their Accounts, including, without limitation, suspension, termination, or legal actions, as we, in our sole discretion, deem necessary to enforce our rights as a third-party beneficiary under the Service Contracts.
The Terms of Service and any Account registration will not be construed as creating or implying any relationship of agency, franchise, partnership, or joint venture between Coworking Spaces and Cowork7x24, except and solely to the extent expressly stated in this Agreement.
11. COMMUNICATIONS FROM YOU TO Cowork7x24
All notices to Cowork7x24 or our Affiliates intended to have a legal effect must be in writing and delivered either (a) in person; (b) by a means evidenced by a delivery receipt, to the following address: Bul. N. Y. Vaptsarov 35, 3rd floor, office 3A, 1407, Sofia, Bulgaria; or (c) in writing via email to legalnotices@Cowork7x24.com. All such notices are deemed effective upon receipt by Cowork7x24. Cowork7x24 does not accept service of any legal process by email or mail; all such service should occur by hand delivery on Cowork7x24 or its registered agent for service of process.
12. Cowork7x24’S ROLE
12.1 SERVICE CONTRACTS
You expressly acknowledge, agree, and understand that: (a) the Site is merely a venue where Users can book Coworking Spaces products and services (b) Cowork7x24 is not a party to any Service Contracts between Clients and Users; (c) you are not an employee of Cowork7x24, and Cowork7x24 does not, in any way, supervise, direct, or control the Coworking Spaces or Coworking Spaces Products or Services; (d) Cowork7x24 will not have any liability or obligations under or related to Service Contracts for any acts or omissions by you or other Users; (e) Cowork7x24 has no control over Users; and (f) Cowork7x24 makes no representations as to the reliability, capability, or qualifications of any Coworking Spaces or the quality, security, or legality of any Coworking Spaces Services, and Cowork7x24 disclaims any and all liability relating thereto.
13. LICENSES AND THIRD-PARTY CONTENT
13.1 SITE LICENSE AND INTELLECTUAL PROPERTY RIGHTS
Subject to and conditioned on compliance with the Terms of Service, Cowork7x24 grants you a limited license to access and, if you have created an Account, to use the Site for the purpose of using the Site Services. You must not access (or attempt to access) the Site or Site Services by any means other than the interface provided, and you will not use information from the Site or Site Services for any purposes other than the purposes for which it was made available. You agree not to use the Site or Site Services for offering any goods or services other than Coworking Spaces Services as permitted by this Agreement. You must not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost, or otherwise use any content of the Site or Site Services in any way for any public or commercial purpose without Cowork7x24’s prior written consent. You must not use any content of the Site or Site Services on any other website or in a networked computer environment for any purpose except your own viewing without Cowork7x24’s prior written consent. You must not frame or link to the Site or Site Services except as permitted in writing by Cowork7x24. You must not attempt to reverse engineer, modify, adapt, translate, prepare derivative works from, decompile, attempt to interfere with the operation of, or otherwise attempt to derive source code from any part of the Site or Site Services unless expressly permitted by applicable law. You will not access Site Services in order to build a similar service or application, or publish any performance, or any benchmark test or analysis relating to the Site Services. Cowork7x24 and our licensors retain all right, title, and interest in and to all Intellectual Property Rights related in and to the Site and the Site Services. The Cowork7x24 logos and names are trademarks of Cowork7x24 and may be registered in certain jurisdictions. All other product names, company names, marks, logos, and symbols on the Site or Site Services may be the trademarks of their respective owners. Except as expressly stated in this Agreement, nothing in the Terms of Service confers any license under any of Cowork7x24’s or any third party’s Intellectual Property Rights, whether by estoppel, implication, or otherwise.
13.2 USER CONTENT LICENSE
When you post User Content on the Site or through the Site Services or provide Cowork7x24 with User Content, you represent and warrant that you have the right, power, and authority to post that User Content and grant the licenses specified below. You further represent and warrant that by posting or providing such User Content you will not violate third-party rights of any kind, including, without limitation, any Intellectual Property Rights, rights of publicity, and privacy rights. To the extent your User Content may be copyrightable, you represent, warrant, and covenant that you are the owner of all the copyright rights to such User Content and that Cowork7x24 may exercise the rights to your User Content granted under the Terms of Service without any liability or obligation for any payment.
The licenses to User Content granted by you in this Agreement will terminate within a commercially reasonable time after you remove or delete your User Content from the Site, except that you grant Cowork7x24 and our successors and Affiliates the irrevocable and perpetual license to retain and use, but not publicly display or distribute, server or archival copies of all User Content that you have removed or deleted to the extent permitted by applicable law.
You may submit comments or ideas about the Site and Site Services, including without limitation about how to improve the Site or Site Services (collectively, “Ideas”). By submitting any Ideas, you agree that: (a) your disclosure is voluntary, gratuitous, unsolicited, and without restriction and will not place Cowork7x24 under any fiduciary or other obligation, (b) your Ideas do not contain the confidential or proprietary information of third parties, and (c) we are free to use the Ideas without any additional compensation to you and to disclose the Ideas on a non-confidential basis or otherwise to anyone. You further acknowledge and agree that, by acceptance of your submission, Cowork7x24 does not waive any rights to use similar or related ideas known or developed by Cowork7x24 or obtained from sources other than you.
13.3 UNAUTHORIZED ACCESS AND USE; SITE INTERFERENCE; MALICIOUS SOFTWARE
The Site contains robot exclusion headers. You agree that you will not use any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission. You will not access the audiovisual content available on the Site for any purpose or in any manner other than streaming. You agree that you will not: (a) take any action that imposes or we believe may impose (in our sole discretion) an unreasonable or disproportionately large load on the Site’s infrastructure; (b) copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (other than content you have submitted to the Site) from the Site, any software code that is part of the Site, or any services that are offered on the Site without the prior express written permission of Cowork7x24 and the appropriate third party, as applicable; (c) interfere or attempt to interfere with the proper operation of the Site or any activities conducted on the Site; (d) bypass any measures we may use to prevent or restrict access to the Site or any subparts of the Site, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein; (e) transmit spam, chain letters, or other unsolicited communications; (f) attempt to interfere with or compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (g) collect or harvest any personally identifiable information, including Account names, from the Site; (h) access any content on the Site through any technology or means other than those provided or authorized by the Site; or (i) directly or indirectly, advertise or promote another website, product, or service or solicit other Users for other websites, products, or services.
Additionally, you agree that you will not post or introduce any invalid data, virus, worm, or other harmful or malicious software code, agent, hidden procedure, routine, or mechanism through or to the Site or the Site software that is designed to cause to cease functioning, disrupt, disable, harm, or otherwise impair in any manner, including aesthetic disruptions or distortions, the operation of (or to allow you or any other person to access or damage or corrupt data, storage media, programs, equipment, or communications or otherwise interfere with operations of or on) the Site or any other software, firmware, hardware, computer system, or network of Cowork7x24 or any third party
13.4 THIRD-PARTY VERIFICATION
The Site makes available various services provided by third parties to verify a User’s credentials and provide other information. Any information or content expressed or made available by these third parties or any other Users is that of the respective author(s) or distributor(s) and not of Cowork7x24. Cowork7x24 neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information, or statement made on the Site by anyone other than Cowork7x24’s authorized employees acting in their official capacities.
13.5 LINKS AND APPLICATIONS
The Site may contain links to third-party websites. The Site may also contain applications that allow you to access third-party websites via the Site. Such third-party websites are owned and operated by the third parties and/or their licensors. Your access and use of third-party websites, including online communication services, such as chat, email, and calls will be governed by the terms and policies of the applicable third-party websites. You acknowledge and agree that Cowork7x24 is not responsible or liable for: (a) the availability or accuracy of third-party websites; or (b) the content, advertising, or products on or available from third-party websites. You are responsible for deciding if you want to access third-party websites by clicking on a link or installing an application. The inclusion of any link or application on the Site does not imply that we endorse the linked site or application. You use the links and third-party websites at your own risk and agree that your use of an application or third-party website via the Site is on an “as is” and “as available” basis without any warranty for any purpose.
13.6 MOBILE AND OTHER DEVICES
When using our mobile applications, please be aware that your carrier’s normal rates and fees, such as text messaging and data charges, will still apply. Our mobile applications may not contain the same functionality available on the Site.
13.7 SITE UPDATES
We may from time to time in our sole discretion develop and provide Site Services updates, which may include upgrades, bug fixes, patches, and other error corrections and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we do not have any obligation to provide any Updates or to continue to provide or enable any particular features or functionality. You will promptly download and install all Updates and acknowledge and agree that Site Services or portions thereof may not work properly should you fail to do so. You further agree that all Updates will be subject to the terms of the Terms of Service, unless otherwise provided in terms associated with such Update. Cowork7x24 reserves the right, at any time, to modify, suspend, or discontinue Site Services or any part thereof without notice. You agree Cowork7x24 will not be liable to you or any third party for any modification, suspension, or discontinuance of Site Services or any part thereof.
14. CONFIDENTIAL INFORMATION
To the extent a Coworking Space or Coworker provides Confidential Information to the other, the recipient will protect the secrecy of the discloser’s Confidential Information with the same degree of care as it uses to protect its own Confidential Information, but in no event with less than due care, and will: (a) not disclose or permit others to disclose another’s Confidential Information to anyone without first obtaining the express written consent of the owner of the Confidential Information; (b) not use or permit the use of another’s Confidential Information, except as necessary for the performance of Freelancer Services (including, without limitation, the storage or transmission of Confidential Information on or through the Site for use by Freelancer); and (c) limit access to another’s Confidential Information to its personnel who need to know such information for the performance of Freelancer Services. A disclosure of information will be immune from prosecution or civil action under the relevant EU privacy laws. if it: (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.
If and when Confidential Information is no longer needed for the performance of the Coworking Spaces Services for a Services Contract or at Users’s or Coworking Space’s written request (which may be made at any time at Coworking Spaces’s or Coworker’s sole discretion), the party that received Confidential Information, will, at its expense, promptly destroy or return the disclosing party’s Confidential Information and any copies thereof contained in or on its premises, systems, or any other equipment otherwise under its control. The party that received Confidential Information agrees to provide written certification to the party disclosing the Confidential Information of compliance with this subsection within ten days after the receipt of disclosing party’s written request for such certification.
Without limiting Section 15.1 (Confidentiality), Coworking Space, User, and Cowork7x24 will not publish, or cause to be published, any other party’s Confidential Information or booking conditions and any other fee or pricing related information except as may be necessary for performance of Coworking Spaces Services for a Services Contract.
15. WARRANTY DISCLAIMER
YOU AGREE NOT TO RELY ON THE SITE, THE SITE SERVICES, ANY INFORMATION ON THE SITE OR THE CONTINUATION OF THE SITE. THE SITE AND THE SITE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. Cowork7x24 MAKES NO EXPRESS REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE SITE, THE SITE SERVICES, WORK PRODUCT, OR ANY ACTIVITIES OR ITEMS RELATED TO THIS AGREEMENT OR THE OTHER TERMS OF SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Cowork7x24 DISCLAIMS ALL EXPRESS AND IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW FOR ALL OF THE FOREGOING LIMITATIONS ON WARRANTIES, SO TO THAT EXTENT, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. SECTION 20 (TERM AND TERMINATION) STATES USER’S SOLE AND EXCLUSIVE REMEDY AGAINST Cowork7x24 WITH RESPECT TO ANY DEFECTS, NON-CONFORMANCES, OR DISSATISFACTION.
16. LIMITATION OF LIABILITY
Cowork7x24 is not liable, and you agree not to hold us responsible, for any damages or losses arising out of or in connection with the Terms of Service, including, but not limited to:
- your use of or your inability to use our Site or Site Services;
- delays or disruptions in our Site or Site Services;
- viruses or other malicious software obtained by accessing, or linking to, our Site or Site Services;
- glitches, bugs, errors, or inaccuracies of any kind in our Site or Site Services;
- damage to your hardware device from the use of the Site or Site Services;
- the content, actions, or inactions of third parties’ use of the Site or Site Services;
- a suspension or other action taken with respect to your account;
- your reliance on the quality, accuracy, or reliability of job postings, Profiles, ratings, recommendations, and feedback (including their content, order, and display), or metrics found on, used on, or made available through the Site; and
- your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to the Terms of Service.
ADDITIONALLY, IN NO EVENT WILL Cowork7x24, OUR AFFILIATES, OUR LICENSORS, OR OUR THIRD-PARTY SERVICE PROVIDERS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT COSTS OR DAMAGES, INCLUDING, BUT NOT LIMITED TO, LITIGATION COSTS, INSTALLATION AND REMOVAL COSTS, OR LOSS OF DATA, PRODUCTION, PROFIT, OR BUSINESS OPPORTUNITIES. THE LIABILITY OF Cowork7x24, OUR AFFILIATES, OUR LICENSORS, AND OUR THIRD-PARTY SERVICE PROVIDERS TO ANY USER FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE OTHER TERMS OF SERVICE WILL NOT EXCEED THE LESSER OF: (A) €2,500; OR (B) ANY FEES RETAINED BY Cowork7x24 WITH RESPECT TO SERVICE CONTRACTS ON WHICH USER WAS INVOLVED AS CLIENT OR FREELANCER DURING THE SIX-MONTH PERIOD PRECEDING THE DATE OF THE CLAIM. THESE LIMITATIONS WILL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE OTHER TERMS OF SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS, SO TO THAT EXTENT, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
In addition to the recognition that Cowork7x24 is not a party to any contract between Users, you hereby release Cowork7x24, our Affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, and employees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity. This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the Coworking Spaces Services provided to User by a Coworking Space and requests for refunds based upon disputes. Procedures regarding the handling of certain disputes between Users are discussed in subsection 8.4 (Dispute Resolution).
TO THE EXTENT APPLICABLE, YOU HEREBY WAIVE THE PROTECTIONS OF EU E-commerce Directive.
This release will not apply to a claim that Cowork7x24 failed to meet our obligations under the Terms of Service.
You will indemnify, defend, and hold harmless Cowork7x24, our Affiliates, and our respective directors, officers, employees, representatives, and agents (each an “Indemnified Party”) from any and all claims, damages, liabilities, costs, losses, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User against an Indemnified Party relating to: (a) use of the Site and the Site Services by you or your agents, including any payment obligations incurred through use of the Site Services; (b) any Service Contract entered into by you or your employees, the classification of Cowork7x24 as an employer or joint employer of Coworking Spaces (c) failure to comply with the Terms of Service by you or your employees; (d) failure to comply with applicable law by you or your employees; (e) negligence, willful misconduct, or fraud by you or your employees; and (f) defamation, libel, violation of privacy rights, unfair competition, or infringement of Intellectual Property Rights or allegations thereof to the extent caused by you or your employees.
19. AGREEMENT TERM AND TERMINATION
The Terms of Service as amended from time to time, will become effective on the later of the Effective Date or your first visit to the Site and will remain in effect for the duration of your use of the Site or Site Services. Unless both you and Cowork7x24 expressly agree otherwise in writing, either of us may terminate this Agreement in our sole discretion, at any time, without explanation, upon written notice to the other, which will result in the termination of the other Terms of Service as well, except as otherwise provided herein. You may provide written notice to legalnotices@Cowork7x24.com.
Without limiting Cowork7x24’s other rights or remedies, we may temporarily suspend, indefinitely suspend, or permanently revoke your access to the Site and refuse to provide any or all Site Services to you if: (i) you breach the letter or spirit of any terms and conditions of this Agreement or other parts of the Terms of Service; (ii) we suspect or become aware that you have provided false or misleading information to us; or (iii) we believe, in our sole discretion, that your actions may cause legal liability for you, our Users, or Cowork7x24 or our Affiliates; may be contrary to the interests of the Site or the User community; or may involve illicit activity. If your Account is suspended or closed, you may not use the Site under the same Account or a different Account or reregister under a new Account without Cowork7x24’s prior written consent. If you attempt to use the Site under a different Account, we reserve the right to reclaim available funds in that Account and/or use an available Payment Method to pay for any amounts owed by you to the extent permitted by applicable law.
Without limiting Cowork7x24’s other rights or remedies, if you engage in actions or activities that circumvent the Site or otherwise reduce fees owed Cowork7x24 or our Affiliates under the Terms of Service, you must pay Cowork7x24, and you authorize Cowork7x24 or its Affiliate to charge you, for all fees owed to Cowork7x24 and our Affiliates and reimburse Cowork7x24 for the Opt-Out Fee, if applicable, all losses and costs (including any and all time of Cowork7x24’s employees) and reasonable expenses (including attorneys’ fees) related to investigating such breach and collecting such fees. In addition, violations of the Terms of Service may be prosecuted to the fullest extent of the law and may result in additional penalties and sanctions.
If your Account is closed for any reason, you will no longer have access to data, messages, files, and other material you keep on the Site. If practicable or required by law, Cowork7x24 will retain this information along with all your previous posts and proposals for a period of up to five years from the date of closure. However, you understand that any closure of your Account may involve deletion of any content stored in your Account for which Cowork7x24 will have no liability whatsoever.
19.1 ENFORCEMENT OF AGREEMENT
Cowork7x24 has the right, but not the obligation, to suspend or revoke your access to the Site and Site Services if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement or the Terms of Service or violated our rights or those of another party. Without limiting Cowork7x24’s other rights or remedies, we may suspend or close your Account, use self-help in connection with our rights to reclaim funds, and refuse to provide any further access to the Site or the Services to you if (a) you breach any terms and conditions of this Agreement or other Terms of Service; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause legal liability for you, other Users, or Cowork7x24.
19.2 CONSEQUENCES OF AGREEMENT TERMINATION
Termination of this Agreement and/or closing of your Account will not relieve Client of the requirement to pay Cowork7x24 the commissions for bookings or services performed prior to the Effective Date of the termination or thereafter for any Service Contracts executed before termination of this Agreement, which fees and expenses, together with any applicable taxes, Client hereby authorizes Cowork7x24 to charge to its Payment Method pursuant to Section 6 (Payment Terms). Subject to the applicable Dispute Resolution Procedures, Cowork7x24 will pay Coworking Space, in accordance with the provisions of Section 6 (Payment Terms) prior to the Effective Date of the termination or thereafter for any Service Contracts executed before termination of this Agreement.
Except as otherwise required by applicable law, we will notify you if we close your Account, unless we believe, in our sole judgment, that giving notice may cause damage. You acknowledge and agree that the value, reputation, and goodwill of the Site depend on transparency of User’s Account status to all Users, including both yourself and other Users who have entered into Service Contracts with you. You therefore agree as follows: IF Cowork7x24 DECIDES TO SUSPEND OR CLOSE YOUR ACCOUNT, Cowork7x24 HAS THE RIGHT BUT NOT THE OBLIGATION TO: (A) NOTIFY OTHER USERS THAT HAVE ENTERED INTO SERVICE CONTRACTS WITH YOU TO INFORM THEM OF YOUR SUSPENDED OR CLOSED ACCOUNT STATUS, AND (B) PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT SUSPENSION OR CLOSURE.
After this Agreement terminates, the terms of this Agreement and the other Terms of Service that expressly or by their nature contemplate performance after the Agreement terminates or expires will survive and continue in full force and effect. For example, the provisions protecting Confidential Information, requiring arbitration, permitting audits, protecting intellectual property, requiring non-circumvention, indemnification, payment of fees, reimbursement and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Agreement terminates.
20.1 ENTIRE AGREEMENT
This Agreement, together with the other Terms of Service, sets forth the entire agreement and understanding between you and Cowork7x24 relating to the subject matter hereof and thereof and cancels and supersedes any prior or contemporaneous discussions, agreements, representations, warranties, and other communications between you and us, written or oral, to the extent they relate in any way to the subject matter hereof and thereof. The section headings in the Terms of Service are included for ease of reference only and have no binding effect. Even though Cowork7x24 drafted the Terms of Service, you represent that you had ample time to review and decide whether to agree to the Terms of Service. If an ambiguity or question of intent or interpretation of the Terms of Service arises, no presumption or burden of proof will arise favoring or disfavoring you or Cowork7x24 because of the authorship of any provision of the Terms of Service.
20.2 SIDE AGREEMENTS
Notwithstanding subsection 21.1 (Entire Agreement), Coworking Spaces and Coworkers may enter into any supplemental or other written agreements that they deem appropriate (e.g., confidentiality agreements, etc.). The terms and conditions of the Terms of Service, however, will govern and supersede any term or condition in a side agreement that purports to expand Cowork7x24’s obligations or restrict Cowork7x24’s rights under the Terms of Service.
User will not violate any applicable foreign, federal, state, or local laws or third-party rights on or related to the Site. Without limiting the generality of the foregoing, User agrees to comply with all applicable laws and regulations, including, but not limited to, import and export control laws and third parties’ Intellectual Property Rights.
No modification or amendment to the Terms of Service will be binding upon Cowork7x24 unless in a written instrument signed by a duly authorized representative of Cowork7x24. For the purposes of this subsection, a written instrument will expressly exclude electronic communications, such as email and electronic notices, but will include facsimiles. This Section 22.4 (Modifications) does not apply to amendments to the Terms of Service posted by Cowork7x24 to the Site from time to time. Cowork7x24 reserves the right to make changes at any time to the current User Agreement without any previous notice, except those expressly stated herein with.
20.5 NO WAIVER
The failure or delay of either party to exercise or enforce any right or claim does not constitute a waiver of such right or claim and will in no way affect that party’s right to later enforce or exercise it, unless such party issues an express written waiver, signed by a duly authorized representative of such party.
User may not assign the Terms of Service, or any of its rights or obligations hereunder, without Cowork7x24’s prior written consent in the form of a written instrument signed by a duly authorized representative of Cowork7x24 (and, for the purposes of this subsection, a written instrument will expressly exclude electronic communications such as email and electronic notices, but will include facsimiles). Cowork7x24 may freely assign this Agreement or the other Terms of Service without User’s consent. Any attempted assignment or transfer in violation of this subsection will be null and void. Subject to the foregoing restrictions, the Terms of Service will inure to the benefit of the successors and permitted assigns of the parties.
If and to the extent any provision of this Agreement or the other Terms of Service is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof will be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and will be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction will not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.
20.8 FORCE MAJEURE
The parties to this Agreement will not be responsible for the failure to perform or any delay in performance of any obligation hereunder due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party. The time for performance of such party will be extended by the period of such delay. Irrespective of any extension of time, if an event of Force Majeure occurs and its effect continues for a period of 60 days, either the party may give to the other a 30-day notice of termination. If, at the end of the 30 day period, the effect of the Force Majeure continues, the Agreement and the other Terms of Service will terminate, except as provided in Section 20.3.
20.9 PREVAILING LANGUAGE AND LOCATION
The English language version of the Terms of Service will be controlling in all respects and will prevail in case of any inconsistencies with translated versions, if any. The Site is controlled and operated from our facilities in the United States. Cowork7x24 makes no representations that the Site is appropriate or available for use in other locations. Those who access or use the Site from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable foreign, EU, state, and local laws and regulations.
“Affiliate” means any entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with Cowork7x24 Jsc..
“Client” means any authorized Coworking Space utilizing the Site to sell or rent out Coworking Spaces Services or Products to a User.
“Client Deliverables” means the services described in the booking of a meeting room, desk, event space or other Coworking Spaces Services that a User, aka Coworker, receives from a Coworking Space.
“User”, aka Coworker, means any authorized User utilizing the Site to search and book Services from Clients.
“Booking Fees” means the price to be paid by the User to Cowork7x24 to complete a booking.
“Payment Method” means a valid credit card issued by a bank acceptable to Cowork7x24, a bank account linked to your Account, a PayPal account, a debit card, or such other method of payment as Cowork7x24 may accept from time to time in our sole discretion.
“Booking Contract” means, as applicable, (a) the contractual provisions between a Coworking Space and a Coworker governing the bookings to be delivered by a Coworking Space to a Coworker.
“Substantial Change” means a change to the terms of the Terms of Service that reduces your rights or increases your responsibilities.
“User Content” means any data, feedback, content, text, photographs, images, video, music, or other information that you post to any part of the Site or provide to Cowork7x24.
22. CONTACTING US
If you have questions or need assistance, please contact Customer Support through firstname.lastname@example.org.