MEMBERSHIP: Flex desk - Part time Terms and Conditions

GENERAL

(1) ESDIP Berlin coworking services include the use of office, working and common area, including the internet usage (W-Lan), as part of the services offered with every  Membership.

(2) Depending on the selected membership, this is limited to a particular use and/or specific time.

The following rates are currently offered:

1 day Pass: One day use of a chosen desk including unlimited internet access (WLAN) during *opening times.

Memberships:

Flex desk: Full month use of alternating desk including unlimited internet access during opening times and 10 hours of meeting use.

Flex desk - part time: 12 days use over a month at alternating desks including unlimited internet access during opening times (this 12 passes expire after one month and are not accumulative). Includes 5 hours of meeting use over a month.

Fixed desk: Full month use of a specific workplace including unlimited internet access during opening times, and 10 hours of meeting use.

Fixed desk + full access: Full month use of a specific workplace including unlimited internet access 24 hours a day, 7 days a week and 10 hours of meeting use.

*Opening times: Mon-Fri, 10:00-19:00.

(3) The following extra kits are optional at the rates specified under (2) and must be booked: locker, extra hours meeting room, extra day passes.

(4) The workplaces are equipped with: table, chair, electricity and Wi-Fi.

(5) The workplace is used by the member only for his/her freelancing work. For a different use the written consent of ESDIP Berlin is required.

(6) The Flex desks must be left completely clean by the member after use every day.

CONDITIONS OF ACCESS AND CONDUCT

(1) Members have access to ESDIP Berlin during the general opening times: Mon-Fr, 10:00-19:00.

(2) Members who have contracted extra "24/7 access", have a personal key to access ESDIP Berlin. The loss of this key must be reported immediately.

RATES AND PAYMENT METHODS, DEPOSIT

(1) All prices include the current valid taxes and apply only to the specified services.

(2) Payment must be done in advance. Payments for memberships renewed on a monthly basis must be done on the 1st day of each month. Members are not permitted to use ESDIP's services until payment is complete.

(3) For the extra "24/7 access" a deposit in the amount of 50 Euro is required. The deposit must be paid at the beginning of the contract.

(4) If the member makes one single payment of four or more of their monthly fees in advance, ESDIP can offer a 10% discount on the total. On the case of cancelation by the member, no refund will be given.

(5) Absence does not exempt a coworker from paying their contractual dues.

TERMINATION

(1) ESDIP Berlin may terminate with immediate effect any contract if the members does not meet his/her payment obligations for the second time or his/her contractual obligations in any way.

(2) Members may terminate the contract anytime, and it will be effective from the first day of the following month. Once the month has started, it is not possible to cancel the contract.

EXECUTION OF THE CONTRACT

(1) Members with FIXED rate can set up their own workplace, furniture and technical periphery after consultation with ESDIP Berlin.

(2) Members are obliged to make their work space available in the evening hours and weekends for event purposes which could happen. Members must be informed about the event at least 2 days in advance. The emptying of the workplace will be carried out together by the member and ESDIP Berlin‘s team.

(3) Members may not sublease their workspace to third parties.

(4) ESDIP Berlin may repair and or maintain the room for the preservation and expansion of the room or the workplace or to prevent risks or to eliminate damages. It requires no approval from members and no time limit. Members are obliged to provide his workspace or make the space accessible for this purpose. Members may not reduce the customer fee unless the use of his/her workspace is impeded for a significant time.

(5) ESDIP Berlin provides hardware and appliances such as printers, projectors, dishwashers, coffee machines, etc. These devices are tested regularly to maintain their functional capability. Any damage caused by improper use must be paid for by the user.

(6) ESDIP Berlin reserves the right to refuse service to anyone at any time.

USE OF THE KITCHEN

(1) ESDIP Berlin provides cold drinks and coffee. Members agree to pay 1,5 Euro for each beverage. There's a jar for the money, and payment is on the honor system.

(2) The use of the fridge must be moderated respecting the space and the food of other members.

(3) Members must leave the kitchen clean after use.

USE OF THE MEETING ROOM

(1) Depending on the selected membership, the use of the meeting room is limited to a number of hours per month, as specified on section GENERAL (2)

(2) Extra hours are optional and must be booked.

(3) Members must leave the meeting room clean after use.

(4) ESDIP reserves the right to impose limitations on the frequency of use of the meeting room.

(5) Admission fees may not be charged by members using the meeting room.

(6) Meeting room is not available for commercial purposes, i.e. no items may be sold, workshops or events hold, except those sponsored by ESDIP Berlin.

USE OF THE INTERNET

(1) Members agree to respect all applicable local, national and international laws and regulations. Members are solely responsible for all of his or her actions and omissions in the context of Internet usage.

WARRANTY, LIABILITY

(1) Members will inspect the workplace in detail before closing and leaving.

(2) Members with 24/access accept that: they can use the space only for his/her work. Keys are not transferable. Members may not let third parties access the space. Customers must leave the space clean when they leave. All windows and curtains must be closed, and the main door locked when leaving. If the key(s) get lost or broken, ESDIP Berlin is entitled to retain the deposit. Members are responsible for any damage to the premises if these conditions are not met.

(3) ESDIP Berlin is not liable for the infringement by third parties upon intellectual property rights of customer's work, or infringement occurring with the transmission of data and data-data carriers. Members are responsible for ensuring that all competition, copyright, trademark, privacy or other legal violations are not the responsibility of ESDIP Berlin. If ESDIP Berlin receives notice of such violations, the contract with the member will be terminated immediately. In the event of any violation, member hold ESDIP Berlin harmless from any claims by third parties.

In the event that ESDIP Berlin is sued by any third party as a result of an infringement claim, the member must reimburse the costs of statutory attorney fees.

(4) Members are responsible for sufficiently safe closure of rented cabinets, lockers, etc. ESDIP Berlin is not liable for stolen items.

(5) Members agree that ESDIP Berlin is in no way responsible for any personal injuries, property damage, lost & stolen items, or other liabilities that may be incurred during the use of the facility. Thus, members agree to release, indemnify and hold ESDIP Berlin and its affiliated organizations harmless of any such claims, damages, losses, or expenses and releases them from any liability whatsoever related to the use of ESDIP Berlin.

(6) Members expressly agree to waive any claims for direct and/or indirect, special, incidental, consequential or punitive damages, including loss of revenue, profits, businesses or data, associated with the agreement, a nonperformance of services envisaged by the agreement by mistake or omission, for example a non-performance or unpunctual performance of delivery services (e.g. mail), or associated with a discontinuation of these services.

(7) Members acknowledge the likelihood of extensive modernization and repair work yet to be undertaken in the building. Members hereby agree to tolerate such construction work and agrees to make not claims for reduced usage fees or damages, assuming no willful or gross negligence on the part of ESDIP Berlin. Mitigation and compensation claims by the customer are limited to willful and gross negligence.

(8) Abandoned items can be stored on the premises at the expense of the member. There is no obligation to retain belongings left behind.

(9) Members agree to waive any claims for problems with network connectivity outside of ESDIP Berlin’s control.

CHANGES TO THE TERMS AND CONDITIONS

(1) ESDIP Berlin reserves the right to change usage fees, conditions of service, and these Terms and Conditions.

(2) ESDIP Berlin will give notice of changes to membes by email, 14 days prior to changes taking effect. E-mail addresses used for this purpose will be the e-mail address of the member that was provided and verified during the registration process. Should the member not object to the change in Terms within 14 days of receipt of notice, the amended Terms and Conditions shall be deemed to be accepted. E-mail notification satisfies the requirement for notice of changes to be made in writing, to which the member hereby assents. Member is herewith advised that objections to changes must be made in writing within two weeks after notification of the changes.

In this case, the contract shall be dissolved at the next termination date, while failure to state objections in writing shall be deemed acknowledgment and acceptance of the changes by the member.

HOUSE RULES, HOURS OF OPERATION, ETC.

(1) ESDIP Berlin is entitled to change individual offerings/services, but not essential components, providing the changes are reasonable to ESDIP Berlin members.

(2) ESDIP Berlin keeps members informed about hours of operation and available services. The hours of operation can - if necessary and reasonable - be lengthened or shortened, as in the case of holidays, or during renovations or repairs. ESDIP Berlin will announce changes in hours of operation or closure of premises with reasonable advance notice.

(3) Members are obliged to obey the instructions of ESDIP Berlin staff and to abide by house rules. Blatant and/or repeated violations authorize ESDIP Berlin to temporarily ban or to terminate a member without notice. ESDIP Berlin reserves the right to make reasonable changes to house rules.


Read our PRIVACY POLICY here: http://esdipberlin.com/privacy-policy/

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Cobot Terms and Conditions

Cobot is the web platform used by ESDIP Berlin to provide this website.

1. General

1.1. Upstream-Agile GmbH, Adalbertstraße 7-8, 10999 Berlin, registered with the commercial register of the local court (Amtsgericht) of Charlottenburg under HRB 110149 B (“upstream”) provides an application to manage coworking spaces via its website www.cobot.me (the “Service” or “Services” or “Cobot”) as further specified on www.cobot.me (the “Website”).

1.2. All contractual relationships between upstream and any customer of upstream using Cobot (“Customer”, together with upstream the “Parties”, each a “Party”) shall be governed by these terms of service (“Terms of Service”). By registering on the Website or using Cobot, the Customer agrees to be bound by these Terms of Service.

1.3. Standard business conditions and/or general terms and conditions of the Customer do not apply, regardless of whether or not upstream has expressly objected to them in a particular case.

2. Registration

2.1. Any use of Cobot requires prior registration on the Website by creating an account (“Account”) and the acceptance of these Terms of Service. Customer must provide accurate and complete information and keep the Account information updated.

2.2. Customer is solely responsible for the activity that occurs on their Account. Customer shall keep their login data (password) confidential and prevent any unauthorized use by third parties. He shall immediately inform upstream if there are indications that any third party is misusing their account.

3. Use of Services

3.1. Offers published by upstream on the Website are non-binding.

3.2. The Customer may use Cobot for a trial run after registering. The Customer may only register for a trial run once. If a Customer registers for more than one trial run, upstream will have the right to delete these additional Accounts.

3.3. By registering on the Website according to section 2 hereof and subscribing to a subscription plan, the Customer makes a binding offer to use the respective Services. The offer shall be deemed to be accepted by upstream by making available the respective Service. Upon the acceptance of a subscription a contract governed by these Terms of Service between the Customer and upstream is concluded (the “Contract”).

4. Prices and Payment

4.1. The price for using Cobot depends on the number of members which are using the coworking space of the respective Customer (each a “Member”).

4.2. The Customer will be required to provide upstream with billing and account information for credit card, debit or other payment systems, such as PayPal, (each a “Payment Source”) for which the Customer is authorized to approve charges to allow upstream to collect payment from the Customer for their subscription plan. The Customer authorizes upstream to automatically and immediately bill the Payment Source when payments for subscription plans are due. The Customer shall only be allowed to raise an objection to a bill/deduction within eighty days starting from the day the deduction was made. If the objection was not raised, the deduction is deemed accepted by the Customer.

4.3. The billing of a subscription plan is made on a pre-paid basis. The payment source will be billed within five bank working days of the beginning of the chosen subscription period and then on a monthly or, as applicable, annual basis.

4.4. The prices stated on the Website are net prices excluding VAT. All other charges in connection with the use of the Services shall be borne by the Customer.

5. Contract Period, Termination of Contract, Cancellation of account

5.1. The Contract runs for an indefinite time and will remain in effect until terminated by one of the Parties in accordance with the Terms of Service.

5.2. The Parties may terminate this Contract for any or no reason at their convenience to the end of each month.

5.3. The Customer having used the trial run may unsubscribe from Cobot anytime without giving reason and without notice by using the respective button in their account.

5.4. The right of termination for cause and without notice remains unaffected for both Parties. A good cause for termination shall include, but shall not be limited to, any of the following events:

5.4.1. the Customer fails to comply with any applicable legal provisions;

5.4.2. a serious breach of the Customer of obligations arising from these Terms of Service by the Customer;

5.4.3. an attempt a denial of service attack on any of the Services by the Customer or any attempt to hack or break any security mechanism on any of the Services;

5.4.4. the Customer fails to pay the fees for the ordered Services;

5.4.5. a proceeding to wind-up the Customer or similar is brought against, or by the Customer (especially including insolvency and creditor protection scenarios and similar).

5.5. Any termination declaration shall be made via the “termination” button within the Account.

5.6. In the event of termination,

5.6.1. the Account of the Customer will be disabled and the Customer may not be granted access to their Account or any files or other content contained in the Account although residual copies of information may remain in upstream’s system;

5.6.2. any rights of use granted to Customer for using Cobot shall expire immediately and Customer shall cease to use the Services;

5.6.3. upstream will not refund any prepaid fees to Customer.

5.7. After a period of inactivity, whereby a user fails to log in to an Account for a period of nine months, upstream reserves the right to disable or terminate the Account. If an Account has been deactivated for inactivity, the subdomain associated with that Account may be given to another Customer without further notice.

6. Intellectual Property Rights

6.1. Subject to these Terms of Service, and for the duration of the Contract, upstream grants the Customer a non-exclusive license to use the Services, which non-exclusive license is hereby accepted by Customer (the “License”). The License shall be granted as non-exclusive, non-assignable, non- transferable, with no right to sub-license, worldwide limited right to use the Services. Customer is responsible for its staff’s compliance with the Terms of Service.

6.2. The scope of the License shall be subject to and limited by the number of Members as agreed between upstream and the Customer.

6.3. upstream does not claim any ownership in any of the content uploaded, transmitted or stored by the Customer in its Account. upstream will not use any of such content for any purpose except to provide the Customer with the Services.

7. Proper use

7.1. The Customer agrees that they are responsible for their own communications and for any consequences thereof. The Customer shall act according to the destined functions of the Website and Services. Any inappropriate or illegal use, manipulation, or change of the Website and Services is prohibited. In particular, the Customer shall, shall not agree to, and shall not authorize or encourage any third party to:

7.1.1. use the Service to upload, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains malware or is otherwise objectionable as reasonably determined by upstream;

7.1.2. upload, transmit or otherwise distribute content that infringes upon another party’s intellectual property rights or other proprietary, contractual or fiduciary rights or obligations;

7.1.3. prevent others from using the Service; or

7.1.4. use the Service for any fraudulent or inappropriate purpose.

7.2. upstream reserves the right to delete any infringing content according to this section 7, terminate the Services and/or suspend Accounts of a Customer that is violating any of these Terms of Service, in particular this section 7.

8. Representations and Warranties

The Customer represents and warrants that (i) all information provided by them to upstream to participate in the Services is correct and current; and (ii) the Customer has all necessary right, power and authority to enter into the Contract and to perform the acts required of Customer hereunder.

9. Indemnification

9.1. The Customer will indemnify, defend, and hold harmless upstream and its officers, directors, employees for any and all claims, suits, litigation, causes of action, losses, damages, expenses, costs (including court costs and attorneys’ fees) and liabilities (“Losses”) that arise out of, or in connection with (i) the Customer’s use of the Website and/or Services; (ii) any breach by the Customer of any warranty defined in section 8; (iii) any claim that the Customer’s content distributed via the Services caused damage to a third party.

9.2. In cases of an aforementioned enforcement of claims by third parties, the Customer will provide upstream with all their information that is needed for the examination of the claim and for the defense against it. The Customer provides the information immediately, truthfully, and completely.

9.3. The regulation of liability of the Customer or their obligation of indemnification shall apply to the same extent in the event of an act of a Member of the Customer.

10. Limitation of Liability

10.1. upstream’s liability for damages caused by or related to the exercise of rights and obligations under this Agreement shall be excluded. The limitation of liability shall not cover

10.1.1. damage from injury to life, body or health caused by upstream;

10.1.2. damages caused by upstream that are a result of willful intent or gross negligence;

10.1.3. damages caused by upstream as a result of slight negligence in the event of upstream’s breach of an essential contractual obligation which is indispensable for the duly execution of the contract and thereby jeopardizes the achievement of the contract purpose and such damage is typically foreseeable at the time of the infringement;

10.1.4. upstream’s liability in the event of the assumption of a warranty if an obligation infringement covered thereby triggers upstream’s liability.

10.2. Liability under the Product Liability Act (Produkthaftungsgesetz) shall remain unaffected.

10.3. The limitations and/or restrictions of upstream’s liability shall also apply to the personal liability of its legal representatives and vicarious agents.

10.4. upstream will not be liable hereunder by reasons of any failure to timely perform its services due to an event beyond its reasonable control, including acts of God.

11. Use for reference

The Customer agrees that upstream may use information of the Customer provided by them (i.e. the name/trademark) for marketing purposes as reference on the Website. The Customer may withdraw such consent by writing an email to upstream to support@cobot.me.

12. Privacy Policy

upstream provides the Customer with information on how data is collected and processed in Upstream’s Privacy Policy.

13. Miscellaneous

13.1. These Terms of Service shall be governed by the laws of the Federal Republic of Germany excluding the Convention on Contracts for the International Sale of Goods (CISG) and the conflict of laws provisions. Both Parties submit to the exclusive jurisdiction of the courts of Berlin.

13.2. Should any provision of this Terms of Service be or become invalid, ineffective or unenforceable as a whole or in part, the validity, effectiveness and enforceability of the remaining provisions shall not be affected thereby. Any such invalid, ineffective or unenforceable provisions shall be deemed replaced by such valid, effective and enforceable provision as come closest to the economic intent and purpose as of such invalid, ineffective or unenforceable provisions as regard subject-matter, amount, time, place and extent. The aforesaid shall apply mutatis mutandis to any gap in these Terms of Service if any court has confirmed such proceeding.

13.3. upstream reserves the right to change these Terms of Service at any time without indicating the reasons. upstream will notify Customer of the changed Terms of Service on the Website or via email no later than two (2) weeks before the refined terms will take effect. In case Customer objects the new Terms of Service they may terminate the Contract with a period of two (2) weeks upon receipt of the information about the changes by upstream via the “termination” button within the Account.

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