Legal Agreement: Terms of Service

VIRTUAL OFFICE/COWORKING TERMS OF SERVICE

Welcome to FireWorx Co Working!  This agreement (the “Agreement”) describes the terms on which FireWorx LLC. offers you virtual office services within FireWorx Co Working offices located in the Facility. This offer is conditioned on your agreement to all of the terms and conditions contained in the Virtual Office Terms of Service, including the policies and terms linked to or otherwise referenced in this Agreement.

By selecting “accept” and purchasing a virtual office package (a “Virtual Office Package”), you agree to and accept this Agreement. If you do not so agree, you should decline this Agreement, in which case you are prohibited from purchasing a Virtual Office Package.

Term

Your Virtual Office Package will commence on the date of your purchase and will continue for the term length designated for the space selected.  After the initial term, the term will continue on a perpetual month-to-month basis until terminated by either you or FireWorx LLC. upon written notice to the other party received one month prior to the first day of a calendar month, or by FireWorx LLC. in the event of your Default (as defined below). The period beginning the date this Agreement commences until the termination by either party as described above shall be referred to as the “Term”. 

Contracts Signed after the 1st of the Month

Virtual Office and Coworking Packages run on a calendar month cycle, the fee shall be prorated to reflect the days used during the first month.

Services           

Subject to the terms and conditions of this Agreement, during the Term, FireWorx LLC. will grant to you a license for the non-exclusive use of the following services (the “Services”), as applicable:

  • the Services described for the Virtual Office Package you have selected;
  • a furnished and decorated reception room, with in person receptionist between the hours of 9:00am to 5:00pm on business days whose duties shall include, among other things, greeting and announcing your guests, and receiving mail, messenger and other deliveries;
  • Wi-Fi high speed Internet access within the Facility;
  • postage meter usage and copy machine usage, subject to additional charges; and
  • HVAC on non-holiday business days during the hours of 9am and 5pm.

Conference Room Reservation Policy

FireWorx LLC.’conference rooms are available for your reserved use on a first-come-first-served basis. Your membership may include credits for conference room use.  Unused conference room credits do not carry over from month to month. Your use of the conference rooms is subject to the Operating Standards and Conference Room, Day-Office & Coworking Policy included as part of this Agreement.

Co Working Policy

Virtual Office members whose plan includes co working, will have have access to FireWorx LLC. dedicated coworking space 24 hours a day/7 days a week. If a dedicated space is not included in your membership, seats are available on a first-come-first-served basis. FireWorx LLC. does not guarantee a seat in the coworking space, nor do we reserve space in advance. FireWorx LLC. reserves the right to use the coworking space during Business Hours for its monthly community lunches, to which all coworking subscribers will be invited (and encouraged) to attend.

Changes to Your Plan

You may change your Virtual Office or Co Working Package to an equal or higher cost package at any time if that Virtual Office or Co Working Package is available.

Signage

You do not have the right to attach signage to the interior or exterior of the facility.

Use and Access

You shall only be permitted to use the Services for general office use incident to the operation of a professional practice and for no other purpose, and your use of the Services shall be in strict accordance with the Operating Standards and Conference Room, Day-Office & Coworking Policy, which are annexed hereto as Schedule A and Schedule B, respectively, are incorporated by reference in, and form an integral part of, this Agreement. You shall also require your employees, guests, business partners and affiliates to abide by the Operating Standards.

You will not offer at the Facility any services which FireWorx LLC. provides to its clients. You will not make, nor permit to be made, any use of the Facility or Building that would violate any of the terms of this Agreement or violate any law, rule or regulation, including Building rules, or that is dangerous to life, limb or property or that, in the sole discretion of FireWorx LLC., in any way impairs or interferes with either the character, reputation or appearance of the Building or the Facility or other clients use and enjoyment of the Facility. The foregoing will also apply to your guests, business partners, employees and affiliates.

After your use of the Facility, you shall restore the Facility, including any and all furniture, fixtures and equipment provided by FireWorx LLC.  You will be responsible for the cost of damage caused by you, your guests or staff to the Facility or Building.  

Registration

You must establish an Account with FireWorx LLC. to use the Services.  You agree to provide accurate, current and complete information about yourself as prompted by the registration form ("Registration Data") and to use the account management tools provided to keep your Registration Data accurate, current and complete.

For and during the Term of this Agreement, you will pay FireWorx LLC. the monthly service fee for the Virtual Office Package you have selected plus current Kansas Sales Tax. On the first day of each calendar month in the term, you will also pay to FireWorx LLC. the cost of any variable items, such as postage and shipping charges for mail forwarding and conference room usage and you hereby agree to pay such charges.

Additional Services

In addition to the Services, FireWorx LLC. will make available to you additional services that FireWorx LLC. may make generally available to other Virtual Office clients.  The charges for these additional services are generally posted on our website.

If we provide additional services to you that involve third parties, FireWorx LLC. will require you to pay, or to reimburse FireWorx LLC. for, the fees and expenses of such third party in advance of such Services being rendered.

Sales & Use Taxes.

Where applicable and in accordance with federal, state and local laws, FireWorx LLC. will collect sales and use taxes on certain services provided to Client 

Internet Services

FireWorx LLC. will make available to you WiFi Internet access (the “Internet System”).  The Internet System is provided for normal Internet usage incident to running a small professional practice.  You shall not be permitted to use the Internet System in any way that requires an abnormal use of bandwidth (for example, the operation of a Website server). FireWorx LLC. reserves the right to disconnect your computer(s) (and that of your affiliates) from the Internet System if it believes that any such computer is interfering with other FireWorx Co Working Member’s use of the Internet System (i.e. as a result of viruses, Trojan horses, etc.). 

Waiver and Release

You acknowledge that FireWorx LLC. is not in the business of providing telecommunications or copy equipment or services and that the System is made available to you as a courtesy, and represents a substantial cost savings to you. FireWorx LLC. presently maintains, and will continue to maintain, service contracts on the System.

FireWorx LLC. will not be liable for, and you agree to waive and hereby releases FireWorx LLC. from, any claim of business interruption or for any indirect, incidental, special, consequential exemplary or punitive damages arising out of any failure to furnish any Service, additional service or Facility, any error or omission with respect thereto, or any delay or interruption of same. FireWorx LLC. provides the Services and the additional services on an “as is” basis.  Neither FireWorx LLC. nor any of its agents, employees, officers or directors will be deemed to be making any representations or warranties, whether express or implied, as to the ability of any systems, including, without limitation, computer and electronic based equipment, its telecommunications or Internet system, relating to the Building or Facility. FireWorx LLC. liability under this Agreement will in no event exceed the amount paid by you for the Services from which the claim arose. The parties agree to the allocation of risk detailed herein.  

This section will survive the expiration or earlier termination of this Agreement.

Indemnity/Limitation of Liability/Disclaimers

You agree to indemnify and hold harmless FireWorx LLC. from and against any loss, damage, injury, liability or expense to or of person or property occasioned by or resulting from any willful misconduct or grossly negligent or illegal act on your part, or on the part of your guests, employees, business partners or affiliates. FireWorx LLC. will not be liable to you or to any other person on account of any loss, damage, injury, liability or expense to or of person or property. 

The foregoing paragraph will survive the expiration or earlier termination of this Agreement.

Assignment; Subletting; Sublicensing

You are not permitted to assign, sublicense or sublet this Agreement or the Services without FireWorx LLC. prior written consent, which consent may be withheld in FireWorx LLC. sole and absolute discretion. FireWorx LLC. may assign its rights and its obligations under this Agreement in whole or in part without your consent.  A Virtual Office Package shall be valid for one firm or corporate entity only.

Termination

On expiration or earlier termination of this Agreement, you will, without demand, promptly surrender any rights under this Agreement to the Facility or Services.  If you vacate the Facility and leave behind any property, whatsoever, such property will be deemed abandoned and may be disposed of by FireWorx LLC. in any manner in which it deems fit, at your expense, and without liability. 

Handling of Mail on Termination

Upon the termination of this Agreement (or suspension of services), FireWorx LLC. will mark all of your mail “return to sender” and will deposit the same in a U.S. Postal Service collection receptacle with all other outgoing mail.  FireWorx LLC. will not accept any package delivery service from UPS, Federal Express or other courier service or process server, and to the extent that FireWorx LLC. does inadvertently accept such package, it will promptly notify such carrier to collect the package and return it to its sender.  Unless arrangements are made in writing, FireWorx LLC. will have no obligation to notify any person or entity of your new address.  

Default and Remedies

You will be in default (a “Default”) of this Agreement if you fail to fulfill any of the conditions, covenants or provisions of this Agreement, including but not limited to (i) payment of fees due under this Agreement within five (5) days of the date such charges become due and you fail to cure any of the foregoing events of default within five (5) days of receipt of written notice thereof from FireWorx LLC., (ii) violation of the Operating Standards; or (iii) you become insolvent, makes an assignment for the benefit of creditors or files a voluntary petition, or has an involuntary petition filed against it, under any bankruptcy or insolvency law.         

Upon your Default, FireWorx LLC. may, at its sole discretion, immediately suspend all Services, and/or terminate this Agreement.

In connection with a Default of this Agreement, if FireWorx LLC. incurs attorney's fees and/or costs of collection or of ensuring performance, you will pay all such sums incurred by FireWorx LLC. with interest (and such sums will be deemed to be owed by you in addition to any other fees owed by you), and if the Term has expired at the time of incurring such sums, such sums will be recoverable by the FireWorx LLC. as damages.

Changes to this Agreement

This Agreement may be changed by FireWorx LLC. effective immediately by notifying you as provided by the Section below; provided (i) that Material Changes will become effective thirty (30) days after such notification; and (ii) changes in any subscription prices will not take effect until after the expiration of the initial term for contracts for any contract with an initial term longer than month-to-month. By continuing to use the Virtual Office Package after the effective date of any such change, you agree to be bound by the Agreement as modified. A "Material Change" is a change to this Agreement that reduces your contractual rights or increases your responsibilities under this Agreement in a significant manner.

Notices

Any notice under this Agreement will be in writing and will be either delivered by hand, first class mail, electronic mail to your email address in FireWorx LLC. records, or by overnight courier to the party at the address set forth below. FireWorx LLC. hereby designates its mailing address as:

FireWorx LLC.

500 South Topeka

Wichita KS 67202

Attn: Manager

Tel: 316.708.8918

You hereby designate your address for notices hereunder to be the Shipping Address you provided when you purchased your Virtual Office or Coworking Package.

If such mail is properly addressed and mailed as above, it will be deemed notice for all purposes, given when sent or delivered, even if returned as undelivered.

Severability

The invalidity of any one or more of the sections, subsections, sentences, clauses or words contained in this Agreement or the application thereof to any particular set of circumstances, will not affect the validity of the remaining portions of this Agreement or of their valid application to any other set of circumstances, and any such invalid provision shall be automatically amended to the extent necessary to make it valid, enforceable and legal, provided that any such amendments shall most closely reflect the intent and purpose of the original provision. Regardless of whether or not either party has elected to consult with legal counsel in reviewing this Agreement, it is the intent of the parties that in no event will the terms, conditions or provisions of this Agreement be construed against either party as the drafter of this Agreement.

Corporate Users; Execution by the Parties

If you are using the Services on behalf of a company, organization or other legal entity (collectively, "User Organization"), you represent and warrant that you are an employee of that User Organization or other person authorized to do so.  The person entering into this Agreement warrants and represents: (i) that by entering into this Agreement, such person has complete and full authority to enter into this Agreement on behalf of the applicable party; and (ii) that such party will fully perform its obligations hereunder.

Miscellaneous

Failure of a party to insist upon the strict performance of any term or condition of this Agreement or to exercise any right or remedy available for a breach thereof, or in the case of FireWorx LLC. acceptance of full or partial payment during the continuance of any such breach, will not constitute a waiver of any such breach or any such term or condition. No term or condition of this Agreement required to be performed by a party and no breach thereof, will be waived, altered or modified, except by a written instrument executed by the other party.

This Agreement embodies the entire understanding between the parties relative to its subject matter, and will not be modified, changed or altered in any respect except in writing signed by all parties.

This Agreement is subject and subordinate to the Building landlord’s lease governing the Facility, under which FireWorx LLC. is bound as tenant (the "Main Lease") and the provisions of the Main Lease. 

SCHEDULE A

OPERATING STANDARDS

  1. You and your guests will conduct yourselves in a businesslike manner; and the noise level will be kept to a level so as not to interfere with or annoy other parties using the Facility.
  2. You shall abide by all conference room, day office & coworking policy annexed hereto as Schedule B. Any items left behind by you in the Facility will be discarded. 
  3. You will not conduct any activity within the Facility or Building which in the sole judgment of FireWorx LLC. will create excessive traffic or is inappropriate to a shared office environment or that violates the rules and regulations of the Building. 
  4. You may not conduct business in the corridors or any other areas except in the designated conference rooms without the written consent of FireWorx LLC.
  5. All corridors, halls, elevators and stairways may not be obstructed by you or used for any purpose other than normal egress and ingress.
  6. No advertisement, identifying signs or other notices will be inscribed, painted or affixed on any part of the corridors, doors, windows or public areas.
  7. During the term of this Agreement and for six months thereafter, you will not knowingly, directly or indirectly, solicit clients of FireWorx LLC., its affiliates or its employees for the purpose of performing services that are performed by FireWorx LLC., its affiliates or its employees, without first obtaining FireWorx LLC. prior written consent. FireWorx LLC. will not knowingly solicit your clients for the purpose of performing services that are performed by you.
  8. Immediately following your use of conference room space, coworking space or any other part of the Facility, you will clean up and return the space and equipment to the state and condition it was in prior to your use.
  9. You will not in the Facility, without FireWorx LLC. prior written consent, store or operate any computer server or any other large business machines, copier and postage equipment, heating or cooling equipment, stove, speaker phones, or mechanical amplification equipment (other than small appliances that are customarily used in the practice of law), refrigerator or coffee equipment, or conduct a mechanical business, do any cooking, or use or allow to be used in the Facility oil, burning fluids, gasoline, kerosene for heating, warming or lighting. No article deemed extra hazardous on account of fire or any explosives or firearms will be brought into the Facility. No offensive gases, odors or liquids will be permitted.     
  10. You may not bring animals into the Facility except for those assisting disabled individuals.
  11. You will not remove furniture fixtures or decorative items from offices or common areas or make alterations to the Facility.
  12. You will not smoke nor allow smoking in any area of the Facility or Building and will comply with all governmental regulations and ordinances concerning smoking.
  13. As a general rule and to the extent reasonably practicable, you will not allow more than four visitors into the Facility at any one time.  FireWorx LLC. expects that, at times, you may have meetings that will involve more than four people. FireWorx LLC. requires that you promptly move your guests to a conference room where your meeting will take place to minimize disruption to other clients. 
  14. You will cooperate with and be courteous to all other occupants of the Facility, FireWorx LLC. staff and personnel, and those of the Building.
  15. Any equipment desired to be used and or installed by you, other than those machines ordinarily used for regular office purposes (i.e. personal computers, personal printers, calculators, adding machines, etc.) will be subject to the FireWorx LLC. prior written consent to any such use or installation. 
  16. Your use of Internet routers and hubs is strictly prohibited within the Facility.  Should you require the use of an Internet hub or router for any reason, arrangements must be made with FireWorx LLC.
  17. FireWorx LLC. reserves the right, without prior notice, to modify any of the foregoing and to make such other reasonable rules and regulations as in its sole discretion may from time to time be needed for the safety, care, appropriate operation and cleanliness of the Facility.

 

SCHEDULE B

Conference Room, Day-Office & Coworking Policy

 

Minimal Rental Periods

Conference rooms are available in 30 minute intervals, starting on each hour and half hour.  These are the smallest units that your account will be charged for each such service.

How to Make a Reservation

Reserve space through FireWorx Co Working website or app.

Cancellation Policy

Making and canceling conference room and workspace reservations is your responsibility. FireWorx Co Working Reception is not permitted to make reservations on your behalf, but all cancellations must be made through FireWorx Co Working Reception.

If you do not cancel a reservation within one business day, you will be responsible for the cost of the entire reservation.  For example, if your reservation is for Friday at 10:00 A.M., if you cancel prior to Thursday at 10:00 A.M., then your account will not be charged for the reservation, but if you cancel after this time, your account will be charged for the entire reservation.  

Because your reservation makes the space unavailable for other FireWorx Co Working clients, you will be responsible for conference room and day-office workspace charges whether you use the space or not, and whether or not it is ultimately used by another client. 

All conference room and workspace reservations must be canceled (notice received by Reception during its normal business hours) one business day prior to the reservation time. Notices sent to Reception after hours will be considered received at 9:00 A.M. on the next business day.  

Billing Policy

Your account will be charged for the greater of (i) your entire reservation, regardless of whether you leave early, or your visitors show up late (or not at all), or (ii) actual usage (if your usage goes beyond the reservation time and the room or workspace is available for a longer period of time), with a minimum additional charge starting with the smallest billing unit for the space used.

Relocation & Re-booking Policy. FireWorx Co Working reserves the right to relocate your meeting to a different conference room to maximize the efficiency of conference room usage, like, for example, to free up time to accommodate a multi-party meeting. All clients benefit from this policy from time-to-time, so your cooperation and flexibility is greatly appreciated. 

If your reserved conference room is vacant for more than 30 minutes, unless you notify a staff member of your intention to use your reserved conference room time, we reserve the right to make the conference room available to other clients; however, you will still be responsible for the cost of your reservation.

Miscellaneous Rules. 

  1. Leave conference rooms, day office space and coworking space cleaner than the way you found it. Clean up after yourself and your guests. Remove all trash and push in chairs. If you leave a mess anywhere in the Facility and don’t arrange for clean-up, you will be billed $50 on your next invoice. 
  2. Reserve enough time for your meetings. If your meeting runs long and conflicts with someone else’s conference room reservation, you will be asked to leave the space. If you are asked to leave a space, please do so immediately. 
  3. Don’t “Jump In” an empty conference room or workspace without a reservation.  Make a reservation, or you will be asked to leave.
  4. Conference rooms are not to be used as your second office. Conference rooms are to be used for client and staff meetings only, not for individual use to work on projects that can be done at your desk. Some FireWorx Co Working clients rent workspaces from which they cannot have client meetings. We are happy to rent you a larger office (even on a temporary basis) if your current space is too small to accommodate your needs.
  5. Take care not to double book conference rooms. Read the calendar carefully and do not double book. You will be responsible for the cost of the double booked conference room.
  6. Book your conference room early. As soon as you schedule a meeting, book the conference room. Conference rooms are readily available if you book them a few days in advance. Wait until the day of your meeting and you may find yourself booked out of a room.
  7. If there is an issue with someone else conflicting with your reservation, see the FireWorx Co Working Community Manager to handle the situation.
  8. Be mindful of your neighbors when working in the coworking space. The coworking space is intended to be a quiet workspace.  Please be considerate of members and guests privacy, safety and confidentiality. Please keep cellular phones on quiet mode, keep the volume of in-person conversations at a low level, and only take phone calls in designated call areas. Your guests are not permitted to use or meet with you in the coworking space.