- Acceptance of Terms.
- Description of Services.
Pro Desk Space may provide you with access to office space, work stations, Internet access, office equipment, meeting space, knowledge resources, and other services as Pro Desk Space may provide from time to time (collectively, "Services"). The Services are subject to the TOU at all times.
- No Unlawful or Prohibited Use.
As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Pro Desk Space server, or the network(s) connected to any Pro Desk Space server, or interfere with any other party's use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, through hacking, password mining, or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services.
You hereby represent and warrant that you have all requisite legal power and authority to enter into and abide by the terms and conditions of this TOU and no further authorization or approval is necessary. You further represent and warrant that your participation or use of the Services will not conflict with or result in any breach of any license, contract, agreement, or other instrument or obligation to which you are a party.
- Use of Services.
You agree that when participating in or using the Services, you will not:
- Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming, spimming, or any duplicative or unsolicited message (commercial or otherwise);
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as the rights of privacy and publicity) of others;
- Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through Pro Desk Space servers, notice boards, events or Pro Desk Space spaces;
- Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consent to do the same;
- Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party;
- Upload files that contain viruses, Trojan Horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another;
- Download any file(s) that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such a manner;
- Restrict or inhibit any other user from using and enjoying the Services;
- Violate any code of conduct of other guidelines which may be applicable for any particular Service
- Harvest or otherwise collect information about others, including email addresses, without the authorization or consent of the disclosing party;
- Violate any applicable laws or regulations;
- Create a false sense of identity for the purpose of misleading others.
- Building Rules.
It is expected that you will observe the quiet enjoyment and normal use of the Building at all times and not damage or deface the Building or its fixtures, fittings, décor and furnishings.
You will not compromise the Building or its protection from fire, flood, gas, electricity, or weather.
You will not compromise the security of the spaces in the building and will ensure that all reasonable measures are taken to safeguard the Pro Desk Space buildings, occupants, and the occupants’ possessions.
- Key-holder Responsibilities.
A key-holder is deemed to be any person who takes possession of keys to Pro Desk Space. Key-holders acknowledge and accept responsibility for the security of the doors and spaces there accessed. The key-holder is expected to secure the building when either they believe they are the last person on the premises or any time after business hours.
Key-holders must sign the key-holder agreement and pay a $125 deposit which will be forfeited should the keys be lost.
- Pro Desk Space reserves the right at all times to disclose any information about you.
This applies to your participation in and use of the Services as Pro Desk Space deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, in Pro Desk Space's sole discretion.
You acknowledge and agree that during your participation in and use of Services, you may be exposed to Confidential Information. "Confidential Information" shall mean all information, in whole or in part, that is disclosed by Pro Desk Space or any participant or user of the Services or any employee, affiliate, or agent thereof, that is nonpublic, confidential, or proprietary in nature. Confidential Information also includes, without limitation, information about business, sales, operations, knowhow, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records of Pro Desk Space, any analyses, compilations, studies, or other documents prepared by Pro Desk Space or otherwise derived in any manner from the Confidential Information and any information that you are obligated to keep confidential or know or has reason to know should be treated as confidential.
Your participation in and/or use of the Services obligates you to:
- Maintain all Confidential Information in strict confidence;
- Not disclose Confidential Information to any third parties;
- Not use the Confidential Information in any way directly or indirectly detrimental to Pro Desk Space or any participant or user of the Services.
All Confidential Information remains the sole and exclusive property of Pro Desk Space or the respective disclosing party. You acknowledge and agree that nothing in this TOU or your participation or use of the Services will be construed as granting any rights to you, by license or otherwise, in or to any Confidential Information or any patent, copyright, or other intellectual property or proprietary rights of Pro Desk Space or any participant or user of the Services.
- Participation in or Use of Services.
You acknowledge that you are participating in or using the Services at your own free will and decision. You acknowledge that Pro Desk Space does not have any liability with respect to your access, participation in, use of the Services, or loss of information resulting from such participation or use.
- Disclaimer of Warranties.
To the maximum extent permitted by applicable law, pro desk space provides the services “as is” and with all faults, and hereby disclaim with respect to the services all warranties and conditions, whether express, implied or statutory, including, but not limited to, any (if any) warranties, duties or conditions of or related to: merchantability, fitness for a particular purpose, lack of viruses, accuracy or completeness of responses, results, workmanlike effort and lack of negligence. Also, there is no warranty, duty or condition of title, quiet enjoyment, quiet possession, and correspondence to description or non-infringement. The entire risk as to the quality, or arising out of participation in or the use of the services, remains with you.
- Exclusion of Incidental, Consequential and Certain Other Damages.
To the maximum extent permitted by applicable law, in no event shall pro desk space or its subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly and individually be liable for any direct, special, incidental, indirect, punitive, consequential or other damages whatsoever (including, but not limited to, damages for: loss of profits, loss of confidential or other information, business interruption, personal injury, loss of privacy, failure to meet any duty (including of good faith or of reasonable care), negligence, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the participation in or inability to participate in or use of the services, the provision of or failure to provide services, or otherwise under or in connection with any provision of this agreement, even in the event of the fault, tort (including negligence), strict liability, breach of contract or breach of warranty of Pro Desk Space, and even if Pro Desk Space has been advised of the possibility of such damages. Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.
- Limitation of Liability and Remedies.
Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Pro Desk Space or its subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns under any provision of this TOU and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
Pro Desk Space reserves the right to terminate any Service at any time. Pro Desk Space further reserves the right to terminate your participation in and use of any Services, immediately and without notice, if you fail to comply with the TOU.
You shall, during and after the participation in and use of the Services, refrain from making any statements or comments of a defamatory or disparaging nature to any third party regarding Pro Desk Space, or any of Pro Desk Space's officers, directors, employees, personnel, agents, policies, services or products, other than to comply with law.
You release, and hereby agree to indemnify, defend and save harmless Pro Desk Space and Pro Desk Space’s subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon or arising out of your negligent actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Services. You further agree in the event that you bring a claim or lawsuit in violation of this agreement, you shall be liable for any attorneys' fees and costs incurred by Pro Desk Space or its respective officers and agents in connection with the defense of such claim or lawsuit.
In the event that any provision or portion of this Agreement or TOU is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this Agreement or TOU shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law.
As required by the owner of 112 E. Amerige Ave, Fullerton, Pro Desk Space carries Public Liability. As a user, you are not required but it is strongly suggested that you carry a Renters Insurance policy to cover your own equipment while using our space. That policy may cover your current residence/office, as well as the premises of Pro Desk Space.
- Invoicing and Payment.
You will pay monthly in advance on your membership option. Payment is required at the beginning of the month for that period. Payment for casual usage of the conference room and meeting room is paid upon booking the room.
- Cancelation Policy.
All booking cancellations must be made at least 24 hours prior to the date of the reservation. Any cancellation made within 24 hours of the scheduled reservation will result in a cancellation fee of 50% of the total amount billed for the reservation.
- Entire Agreement.
This document constitutes the entire agreement between the parties pertaining to the subject matter contained therein, and supersede all prior and contemporaneous agreements, representations, and understandings of the parties pertaining to such subject matter.
All notices, requests, demands, or other communications for which this TOU or the Membership Agreement provides shall be in writing and shall be addressed at the following address:
112 E. Amerige Ave.
Fullerton, CA 92832