This Terms & Usage Policy (“TUP”), together with the Membership Agreement and other agreements (collectively the “Agreement”), applies to and governs Your use of the services and serves as the agreement between OYO Workspaces India Private Limited and its Affiliates (“We”, “Us,” or “Our”) and You (“You” or “Your”). You and We are each a “Party” and collectively referred to herein as the “Parties.” This Agreement is effective as of the date of execution of the Agreement.

By signing the Membership Agreement, You agree to be bound by this TUP and all terms incorporated by reference. If You do not agree to these terms, do not use Our Services. We may make commercially reasonable changes to this Agreement from time to time. We will provide notice of any material changes to this Agreement. If the change has a material adverse impact on You, and You do not agree to the change, You must so notify Us within Thirty (30) days after receiving notice of the change. If You notify Us as required, then You will remain governed by the TUP in effect immediately prior to the change. If the affected Services are renewed, they will be renewed under the TUP current at the time of renewal.

Table of Contents:

  1. Term and Termination
  2. Information Technology
  3. Fair Usage Policy
  4. General Provisions
  5. Defined Terms
  6. Benefits of Membership
  7. House Rules
  8. Membership Fees
  9. Changes to or Removal of Primary Member or Authorized Signatory
  10. Work Space Not Timely Available or Unavailable due to certain events:
  11. Updating the Member List
  12. Our Reserved Rights
  13. Harassment
  14. Fraud

  1. Term and Termination

    1. Term. This Agreement will be effective when signed by both parties (“Monthly Usage Charge Commencement Date”); provided that we have no obligations to provide you with the Services until the later of (i) the date on which payment of your Interest Free Refundable Security Deposit and first month’s Membership Fee has been received by us or (ii) the Monthly Usage Charge Commencement Date. The initial Agreement Term and all subsequent Renewal Terms shall constitute the “Term”.
    2. Lock-in Period: The Lock-in Period is indicated on your Membership Agreement, if no Lock-in Period is indicated on your Membership Agreement, the default Lock-in Period shall commence on the Monthly Usage Charge Commencement Date and end one (1) month after the Monthly Usage Charge Commencement Date. This Agreement will continue until terminated in accordance with this Agreement.
    3. Cancellation Prior to Monthly Usage Charge Commencement Date by You. You cannot terminate this Agreement prior to the Monthly Usage Charge Commencement Date. In the event, You defaults w.r.t. moving in to the Work Space after signing of the Membership Agreement, You shall be liable to pay Monthly Usage Charges for the lock-in period.
    4. Termination by You. You may terminate this Agreement by delivering to us written notice of the period agreed under the Membership Agreement and the termination will be effective on the later of the last Regular Business Day of the Termination Effective Month and the expiration of the Lock-in Period. No termination by you shall be effective during the Lock-in Period, and termination by you during the Lock-in Period is a breach of this Agreement. If you terminate this Agreement prior to the end of the Lock-in Period, your Monthly Membership Fee obligations for the remaining Lock-in Period shall become immediately due. In addition to any rights, claims and remedies we choose to pursue in our discretion, your Interest Free Refundable Security Deposit shall be forfeited immediately as a result of your breach.
    5. Termination or Suspension by Us. We may withhold Services or immediately terminate this Agreement:
      1. upon breach of this Agreement by you or any Member;
      2. upon termination, expiration or material loss of our rights in the Premises;
      3. if any outstanding fees are still due after we provide notice to you;
      4. if you or any of your Members fail to comply with the terms and conditions of your Membership and House Rules, or any other policies or instructions provided by us or applicable to you; or
      5. at any other time, when we, in our sole discretion, see fit to do so. You will remain liable for past due amounts, and we may exercise our rights to collect due payment, despite termination or expiration of this Agreement.
    6. Removal of property upon Termination. Prior to the termination or expiration of this Agreement, you will remove all of yours, your Members’, and your or their guests’ property from the Work Space and Building Premises. After providing you with reasonable notice, we will be entitled to dispose of any property remaining in or on the Work Space or Building Premises after the termination or expiration of this Agreement and will not have any obligation to store such property, and you waive any claims or demands regarding such property or our handling of such property. You will be responsible for paying any fees reasonably incurred by us regarding such removal. Following the termination or expiration of this Agreement, we will not forward or hold mail or other packages delivered to us.
    7. Interest Free Refundable Security Deposit (IFRSD). The IFRSD will be held as a retainer for performance of all your obligations under the Agreement, including the Membership Fee Obligations, and is not intended to be a reserve from which Membership Fees or any other fees may be paid. In the event you owe us other fees, you may not rely on deducting them from the IFRSD, but must pay them separately. We will return the IFRSD, or any balance after deducting outstanding fees and other costs due to us, including any unsatisfied Membership Fee Obligations, to you by bank transfer or other method that we communicate to you within thirty (30) days (or earlier if required by applicable law) after the later of (i) the termination or expiration of this Agreement and vacation of the Work Space by you and (ii) the date on which you provide to us all account information necessary for us to make such payment. Return of the IFRSD is also subject to your complete performance of all your obligations under this Agreement, including any obligations in relation to the transfer of your registered office from Our address upon termination and the provision of documentary evidence of the same to us, full satisfaction of your Membership Fee Obligations and any other obligations applicable following termination or expiration of this Agreement.
    8. Delay in Handover of Work Space. In the event of any delays by you in handing over the Work Space to us after the termination or expiration of the Agreement, you agree to pay twice the applicable Membership Fee for every day of un-authorized occupation, beyond the date of expiry or termination of this Agreement. You agree and acknowledge that the damages provided for in clause are a genuine and reasonable pre-estimate of the damages that we may suffer as a result of your delay and failure to comply with your obligations in the manner contemplated and is not a penalty.

  2. Information Technology

    In order to utilize all the functionalities offered by us, it may be necessary to install software onto a Member’s computer, tablet, mobile device or other electronic equipment. In addition, a Member may request that we or an affiliate, or our agent or their service provider may help troubleshoot problems a Member may have with respect to printing, accessing the network connection or other issues. Regarding the foregoing, you agree that we and our affiliates:

    • Are not responsible for any damage to any Member’s computer, tablet, mobile device or other electronic equipment, or otherwise to Member’s system, related to such technical support or downloading and installation of any software;
    • Are not responsible for any malware/ spyware/ virus attack and other internet threats via shared internet connection provided to you.
    • Do not assume any liability or warranty in the event that any manufacturer warranties are voided; and
    • Do not offer any verbal or written warranty, either expressed or implied, regarding the success of any technical support.

    The Company provides shared Internet access to Members via a wired or wireless network connection. For those Members wishing to implement a private wired network, the Company may allow you to install a firewall device for your exclusive access and use, subject to Company IT approval, and you will be responsible for removal of the same. Prior to any such installation or removal, you shall coordinate with the Company IT team to discuss the actual setup, appropriate time, manner and means for such installation or removal and any additional fees that may result from the request. To the extent that we incur any costs in connection with such installation or removal, which are not otherwise paid by you, we shall deduct such costs from the Interest Free Refundable Security Deposit. You shall also be responsible for any monthly fees incurred relating to your private, secured wired network.

  3. Fair Usage Policy

    1. Under No circumstance will the Premises and its facilities be used for:
      • Cyber-terrorism - which includes a person who denies access to an authorised personnel to a computer resource, accesses a protected system or introduces contaminant into a system, with the intention of threatening the unity, integrity, sovereignty or security of another entity or the country including and not limited to hacking or social engineering or phishing
      • Cyberbullying- which includes but not restricted to sending, posting, or sharing negative, harmful, false about someone else such as personal or private information about someone else causing embarrassment or humiliation.
      • Cyber-Porn – Which includes but not restricted to capturing, transmitting or publishing images of a person's private parts without his/her consent or knowledge, publishing or transmitting images containing a sexual explicit act or conduct.
      • Cheating or Cyber Fraud – which includes cheating using computer/internet resource or communication channel or public Internet Protocol (IP) of OYO.
      • Any act Prohibited under the provisions of the Information Technology Act, 2008 or any amendment thereto.
    2. Members are prohibited to gain unauthorized access to any Services, or accounts, computer systems or networks connected to any of Our server or to any of the Services, or to other co-working associate’s resources through hacking, password mining or any other means.
    3. Video/Audio Streaming is disabled for the Members for Non-Educational Sites (ex-Netflix, Prime etc).
    4. Members are recommended to have an antivirus installed on all computers to prevent mass infection via virus outbreak.
    5. Members are liable for the physical safety and maintenance of the IT assets which are brought by them to the Premises. The building staff will assist in the event of a mis-happening or loss by making available CCTV footage up to available days of the day of the incident.

  4. General Provisions

    1. Nature of the Agreement. The whole of the Work Space remains our property and in our possession and control. We are giving you the right to share with us the use of the Work Space so that we can provide the Services to you. Notwithstanding anything in this Agreement to the contrary, you and we agree that our relationship is not that of landlord-tenant or lessor-lessee and this Agreement in no way shall be construed as to grant you or any Member any title, easement, lien, possession or related rights in our business, the Premises, the Work Space or anything contained in or on the Building Premises or Work Space. This Agreement creates no tenancy interest, leasehold estate, or other real property interest.
    2. Relationship of the Parties. The parties hereto shall each be independent contractors in the performance of their obligations under this Agreement, and this Agreement shall not be deemed to create a fiduciary or agency relationship, or partnership or joint venture, for any purpose. Neither party will in any way misrepresent our relationship.
    3. Subordination. This Agreement is subject and subordinate to our lease/license with our landlord/licensor of the Premises and to any supplemental documentation and to any other agreements to which our lease/license with such landlord/licensor is subject to or subordinate. However, the foregoing does not imply any sublease or other similar relationship involving an interest in real property.
    4. Notices. Any and all notices under this Agreement will be given via email or to the respective addresses mentioned on the Membership Agreement, and will be effective on the first business day after being received.
    5. Headings and Interpretation. The headings in this Agreement are for convenience only and are not to be used to interpret or construe any provision of this Agreement. Any use of “including,” “for example” or “such as” in this Agreement shall be read as being followed by “without limitation” where appropriate.
    6. No Assignment. Except in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of the shares or assets of you or your parent corporation, you may not transfer or otherwise assign any of your rights or obligations under this Agreement (including by operation of law) without our prior consent. We may assign this Agreement without your consent.
    7. Compliance with Laws. You hereby represent and warrant that at all times you and your Members have conducted and will conduct your operations ethically and in accordance with all applicable laws.
    8. Entire Agreement. This Agreement, including the Membership Agreement, constitutes the entire agreement between the parties relating to the subject matter hereof and shall not be changed in any manner except by a writing executed by both parties or as otherwise permitted herein. All prior agreements and understandings between the parties regarding the matters described herein have merged into this Agreement.
    9. No exclusivity. Nothing in this Agreement shall be construed as creating any obligations of exclusivity on us. You agree and acknowledge that we shall, at all times, be entitled to contract with and provide services similar or identical to the Services to third parties that are engaged in businesses similar and/or identical to the business carried on by you.

  5. Defined Terms

    1. Affiliates means any entity that
      1. controls either directly or indirectly; or
      2. is controlled directly or indirectly or
      3. or is under common Control. “Control” in relation to any Party, means the power or ability to direct or cause the direction of the management or policies of that Party, whether through ownership of voting securities or by contract provided that in all events, the direct or indirect ownership of more than 50% of the paid-up and issued voting share capital of a Party shall be deemed to constitute control of such Party.
    2. Authorized Signatory means an individual authorized to legally bind the Member Company.
    3. Member means each individual person/employee/official/personnel, You authorize on your Member List as being allowed to receive the Services (defined below).
    4. Membership Agreement means the supplementary agreement to this TUP executed by You with Us, setting out the broad terms & conditions. It is clarified that TUP shall not have the effect of superseding the terms of Membership Agreement and clauses/terms which are conflicting in the two documents, those contained in the Membership Agreement shall have an overriding effect over those in the TUP.
    5. Member Company or You means the company or entity that enters into a Membership Agreement with Us and as listed in the Membership Agreement.
    6. Regular Business Hours on Regular Business Days shall mean 9:00 A.M. to 9:00 P.M. from Monday to Saturday except public/ national holidays.
    7. Value Added Services means additional paid services that may be provided to the Members at the Premises/Work Spaces and including but not limited to Meeting rooms, Conference rooms, Event Space, Food & Beverages, Flexi Pass, Experience Pass, Business Address Registration, Parking, Storage, LAN, Air Purifiers, TV, Accounting Services, Legal Services, Digital Out of Home advertising and any other services that We may introduce from time to time.
    8. Work Space means the office number(s) and/or workspace description(s) specified in the Membership Agreement as Work Space Description (Work Space) .
    9. Location or Premises means a building or portion of a building (including any basements, parking areas, concierge desks and common areas) in which We offers or plans to offer offices, workstations, other workspaces, and/or other services to Our Members.
    10. Primary Member means the primary Member contact located in the Premises and set out in the Member Contact Details of the Membership Agreement.
    11. Start Date means the date set forth in the Membership Agreement.
    12. Taxe v means all forms of taxation and statutory, governmental and municipal charges, duties, and levies, wherever chargeable and whether originating from the Republic of India or any other jurisdiction; and any related penalty, fine, or surcharge.
    13. Our , We or Us means the OYO Workspaces India Private Limited and its Affiliate entity(ies), You are contracting with as set forth in the Membership Agreement.

  6. Benefits of Membership

    1. Non-exclusive access to the Premises.
    2. Regular maintenance of the Work Space, consistent with the maintenance services to similar work spaces in the Premises, provided we will not be responsible for damages exceeding normal wear and tear.
    3. Furnishings for the Work Space of the quality and in the quantity typically provided to other Member Companies with similar work space, workstations, and/or other work space, as applicable, in the Premises.
    4. Access to and use of the shared Internet connection.
    5. Use of the printers, copiers and/or scanners available to our Members and Member Companies at the Premises.
    6. Use of the conference rooms in the Premises and use of conference rooms and other Value Added Services, in each case subject to requisite payment (if any), availability and your prior reservation of such facility.
    7. Air-conditioning in the Work Space.
    8. Electricity for reasonably acceptable office use.
    9. Acceptance of mail and deliveries on behalf of your business during Regular Business Hours on Regular Business Days, provided that We are not liable for any mail or packages received without a Company employee’s or representative’s signature indicating acceptance. Packages should be collected by the following day and storage fee may apply if packages remain uncollected over 48 hours.
    10. Each month, you will receive a certain number of credits for conference/meeting room use and a certain number of credits for black and white copies and printouts, and other products and services we may offer from time to time as specified & agreed under the Membership Agreement (These credits will not be rolled over from month to month. If these allocated credits are exceeded, you will be responsible for paying fees for such overages as per applicable rates at that time).

  7. House Rules

    1. Noise/ Communication - Be mindful and precise while engaging with other co-workers, not to use passages for calls and meetings this may disturb you and other co-workers as well and can hamper productivity.
    2. Silence - Silence is the place productive people go to think. Please communicate freely at our meeting rooms or phone booth.
    3. Tidy Desk, Tidy Mind - Please keep your workspace clean, tidy and neat, make sure no damages, vandalism.
    4. Harassment - Please refrain from the acts of intimidation, harassment or discrimination in our space, online networks, and in all
    5. related events.
    6. Collaborate - Make the best use of events and grow your network. We do not promote multi-level-marketing approach in our Premises,
    7. kindly contact our community manager in order to facilitate promotion of your product/ services.
    8. Take Care of Your Belongings - Stay cautious with your valuables. We shall not be responsible for any of your personal belongings.
    9. Allotment of Working Space - Please adhere to the allotment of your original workspaces, Lunching and munching requested to be limited
    10. to dedicated lunch areas only.
    11. Timings of Co-working – Kindly adhere to the standard operating hours of the facility, extra usage is subject to availability and will
    12. be charged extra.
    13. Access Card: Access card is non-transferable and should be returned to the hub manager at the end of the membership. In case of reissuance the member has to pay access card lost fee + taxes to assign a fresh access card. It is compulsory for each co-worker to
    14. carry an access card all the times and no tale gating is allowed.
    15. Registered/ Corporate Address Rights: No member is allowed to use the address as the corporate or registered office address, in order to
    16. use the same one should opt for the different product, it is not a part of general seat offering.
    17. Parking Services: Please take care of belongings inside the car and it is advised to park your car at a proper designated place, We will
    18. not be responsible for any kind of damage or loss.
    19. Smoking Zones & After Hours- Keep smoking and alcohol for after parties outside of the Premises.
    1. You acknowledge and agree that:
      1. Keys, access/key cards and other such items used to gain physical access to the Premises, or the Work Space remain Our property. You will cause your Members to safeguard Our property and you will be liable for replacement fees should any such property be lost, stolen or destroyed;
      2. You shall promptly notify us of any change to your contact and payment information;
      3. We will provide notice to you of any changes to services, fees, or other updates by emailing the email addresses provided by you. It is your responsibility to read such emails and to ensure your Members are aware of any changes, even if we notify such Members directly;
      4. All of your Members are at least 18 years of age;
      5. carts, dollies and other freight items which may be made available may not be used in the passenger elevator except at our discretion;
      6. You shall be solely and fully responsible for ensuring that no alcohol is consumed by any of your Members or guests who is younger than the legal age for consuming alcohol in the applicable jurisdiction;
      7. Common spaces are to be enjoyed by all our Member Companies, members and guests unless otherwise instructed by us, and are for temporary use and not as a place for continuous, everyday work;
      8. You will provide us with reasonable notice of and complete all required paperwork prior to hosting any event at the Premises;
      9. You will be responsible for any damage to your Work Space exceeding normal wear and tear;
      10. You can not make any structural or non-structural alterations or installations of wall attachments, furniture or antennae in the Work Space or elsewhere in the Premises. In the event that any alterations or installations are made, you shall be responsible for the full cost and expense of the removal of such items and the restoration necessitated by any such alterations. To the extent that we incur any costs in connection with such alteration, installation or removal which are not otherwise paid by you we shall deduct such costs from the Interest Free Refundable Security Deposit. In no event are you permitted to perform any of these actions.;
      11. You and your Members’ computers, tablets, mobile devices and other electronic equipment must be (i) kept up-to-date with the latest software updates provided by the software vendor and (ii) kept clean of any malware, viruses, spyware, worms, trojans, or anything that is designed to perform malicious, hostile and/or intrusive operations. We reserve the right to remove any device from our networks that poses a threat to our networks or users until the threat is remediated; and
      12. For security reasons, we may, but have no obligation to, regularly record certain areas in the Premises via video;
      13. We may disclose information about you or your Members as necessary to satisfy any applicable law, rule, regulation, legal process or government request or as we otherwise deem reasonably necessary for the protection of us, other Member Companies or other members;
      14. you consent to our non-exclusive, non-transferable use of your Member Company name and/or logo in connection with identifying you as a Member Company, alongside those of other Member Companies, on a public-facing “Membership” display, as well as in other marketing materials. You warrant that your logo does not infringe upon the rights of any third party and that you have full authority to provide this consent. You may terminate this consent at any time upon thirty (30) days’ prior notice.
      15. You and your Members will abide by other rules and regulations as determined by us and communicated to you, including by email. We may add, delete or amend the rules and regulations at our reasonable discretion and with notice to you, provided that neither the enforcement of such rules nor the additions, deletions or amendments of such rules shall be discriminatory—that is, such rules or additions will similarly apply to all other Members and Member Companies with Work Space in the Premises receiving similar services.
    2. No Member Will
      1. Perform any activity or cause or permit anything that is reasonably likely to be disruptive or dangerous to Us or any other Member Companies, or our or their employees, guests or property, including without limitation the Work Space or the Premises;
      2. Use the Services, the Premises or the Work Space to conduct or pursue any illegal or offensive activities or comport themselves to the community in a similar manner;
      3. Take, copy or use any information or intellectual property belonging to other Member Companies or their Members or guests, including without limitation any confidential or proprietary information, personal names, likenesses, voices, business names, trademarks, service marks, logos, trade dress, other identifiers or other intellectual property, or modified or altered versions of the same, and this provision will survive termination of this Agreement;
      4. Take, copy or use for any purpose Our name or any of Our other business names, trademarks, service marks, logos, trade dress, other identifiers or other intellectual property or modified or altered versions of the same, or take, copy or use for any purpose any pictures or illustrations of any portion of the Premises, without our prior consent, and this provision will survive termination of this Agreement;
      5. Use the Work Space in a “retail,” “medical,” or other nature involving frequent visits by members of the public;
      6. Sell, manufacture or distribute any controlled substance, including alcoholic beverages, from the Work Space, or obtain a license for such sale, manufacture, importation, or distribution using the Work Space or the address of the Premises;
      7. Use our mail and deliveries services for fraudulent or unlawful purposes, and we shall not be liable for any such use;
      8. Make any copies of any keys, access/key cards or other means of entry to the Work Space or the Premises or lend, share or transfer any keys or access/key cards to any third party, unless authorized by us in advance;
      9. Install any locks to access the Work Space or anywhere within the Premises, unless authorized by us in advance or
      10. Bring any weapons of any kind, or any other offensive, dangerous, inflammable or explosive materials into the Work Space or the Premises.
      11. You are responsible for ensuring your Members comply with all House Rules.

  8. Membership Fees

    1. Membership fee. During the Term of this Agreement, your Membership Fee will be due monthly and in advance as of the seventh (7th) day of each month. You are obligated to make payment of all Membership Fees owed throughout the Lock-in Period and this obligation is absolute notwithstanding any early termination of the Agreement by you (“Membership Fee Obligations”). You agree to pay promptly: (i) all applicable taxes which you are required to pay to any other governmental authority (and, at our request, will provide to us evidence of such payment) and (ii) all taxes attributable to your Membership as shown on your invoice. The Membership Fee set forth on the Membership Agreement covers the Services for only the number of seats indicated in the Membership Agreement. Additional seats will result in additional fees as set forth by Company from time to time.
    2. On each anniversary of the Monthly Usage Charge Commencement Date (including during any Lock-in Period) the Membership Fee will be subject to escalation at the rate mentioned in the Membership Agreement. Following any Lock-in Period, we reserve the right to further increase or decrease the Membership Fee at our sole discretion upon thirty (30) days’ prior notice to you.
    3. Invoices. The Company will send or otherwise provide invoices and other billing-related documents, information and notices to the Primary Member, unless a different Billing Contact is indicated on the Membership Agreement. Change of the Billing Contact will require notice from the Authorized Signatory in accordance with this Agreement.
    4. Payment. We accept payment of all amounts specified in this Agreement solely by the methods we communicate to you during the membership sign up process or from time to time during the Term.
    5. Outstanding Fees. Any outstanding fees will be charged in arrears on a monthly basis. When we receive funds from you, we will first apply funds to any balances which are in. Once past balances are satisfied, any remaining portion of the funds will be applied to current fees due. If any payments remain outstanding after we provide notice to you, we may, in our sole discretion, withhold Services or terminate the Membership Agreement in accordance therewith.
    6. No Refunds Except after expiration of Lock-in period or Termination or Suspension by Us of this Agreement, there are no refunds of any fees or other amounts paid by you or your Members in connection with the Services.
    7. Cross Default. You agree that, if you are under default under the Membership Agreement with Company, at a different office location, (“Different Location Agreement”) to the Office Location/Number specified in the Agreement, that the Company may recover any unpaid sums due to Different Location Agreement from you under this Agreement and that the Company may, in particular (but not limited to), withhold services under this Agreement or deduct sums from the Interest Free Refundable Security Deposit held in this Agreement in respect of such unpaid sums.

  9. Changes to or Removal of Primary Member or Authorized Signatory

    An Authorized Signatory generally has the sole authority to make changes to or terminate this Agreement. A Primary Member will generally serve as Company’s primary contact regarding matters that involve your Members, the physical Work Space or the Premises. We will be entitled to rely on communications to or from the Authorized Signatory or Primary Member as notice to or from the applicable Member Company.

  10. Work Space Not Timely Available or Unavailable due to certain events:

    Notwithstanding anything in the Agreement, if we delay in making the Work Space available by the Monthly Membership Fee Commencement Date or are unable to provide you access to the Work Space at any time during the Term of the Agreement due to Force Majeure event or any other event that may have affected Our right to make the Work Space available for a period of more than (1) month, we will not be subject to any liability related to such inability, provided that, at our sole discretion We will either (i) provide you with alternate work space (which may or may not be within the Building Premises) with reasonably comparable Capacity and charge your Membership Fee or (ii) not charge you the Membership Fee during the period the Work Space is not available to you in case of delay in making the Work Space available before Your move-in. Upon the completion of one (1) month period, if You decide not to shift to the alternate work space as offered in (1) above, the Agreement shall stand terminated, without any liability of either Party of Membership Fee for the unexpired Commitment Term. Notwithstanding anything in this paragraph to the contrary, if the delay/inability in providing the Work Space is due to Your actions or inactions or due to changes in work to the Work Space requested by You, We will not be subject to any liability related to such delay nor will such delay affect the validity of this Agreement and we shall have no obligations to provide you with the benefits described in subsections (i) and (ii) of this paragraph.

  11. Updating the Member List

    Only those individuals set forth on the Member List will be deemed to be “Members” and entitled to the benefits described in this Agreement. Your Members will be able to begin using, accessing, and/or receiving the Services on the later of

    1. the Monthly Usage Charge Commencement Date or \.
    2. the date we confirm the addition of such individual to the Member List.
    3. You are responsible for maintaining the accuracy of the Member List. To add new Members to your Member List in excess of the number allocated on the Membership Agreement, you must have your Primary Member send an email, from the Primary Member’s email account on file with Company, to the Company. The email requesting the change must include the name(s) and email address(es) of the departing and new Member(s) and the effective date of the change.

  12. Our Reserved Rights

    We are entitled to access your Work Space, with or without Notice, in connection with our provision of the Services, for safety or emergency purposes or for any other purposes. We reserve the right to alter your Work Space, provided that we will not do so in a manner that substantially decreases the square footage of your assigned Work Space or related amenities. We may also modify or reduce the list of Services or furnishings provided for your Work Space at any time. The Services may be provided by us, an affiliate or a third party.

  13. Harassment

    The Member Company and its Members shall be prohibited from participating any type of harassing, discriminatory, or abusive behaviour to the Company employees & representatives, other Members or invitees, verbal or physical in our centre for any reason. Any breach of this condition is material breach of the Agreement (not capable of remedy) and the Agreement may be terminated immediately and services will be suspended without further notice.

  14. Fraud

    We reserve the right to immediately suspend the services and/or terminate the Agreement if they determine that their facility or address is being used in connection with possible fraudulent activity or activity may be violation of laws or government regulations.