Sunset Collaborative Membership Agreement
This Coworking Membership Agreement (the “Agreement”) is made and entered into this ________________________________DATE Day of MONTH, YEAR, by and between Sunset Collaborative and MEMBER NAME, ________________________________________________________________(“Member”) for the use of Sunset Collaborative’s coworking space located at 1035 Sunset Dr, Norwalk, IA 50211 (the “Premises”).
1. Services. Sunset Collaborative hereby agrees to provide to Member and Member hereby agrees to pay for the services and rights associated with services described below (the “Services”), in accordance with the terms and conditions contained in this Agreement and the General Terms and Conditions attached hereto.
_____Private Office #1 ($395/month, initial term)
o 24/7 unlimited access to locked door office furnished with a desk and chair for Member’s exclusive use.
o Complimentary printing/use of laser printer
o Access to kitchen refrigerator storage and coffee/tea provided by Sunset Collaborative
o 10 hours/month conference meeting room access when available (subject to scheduled use)
o 10 hours/month zoom/phone room access when available (subject to scheduled use)
o 50% discount on additional meeting/zoom room hours.
o *Refundable deposit required equivalent to 1 month rent ($395)
o *Renters Insurance required
o 6-month lease
2. Term. The term of this Agreement shall be as follows.
_____6-month Commitment (for private offices). The term shall commence on MONTH DAY, YEAR,__________________________________ (the “Start Date”) and shall continue until MONTH DAY, YEAR ______________________________________________________(the “Initial Term”).
a) The first month of the first term shall be considered a “trial occupancy” during which either party may terminate the agreement with seven (7) days written notice.
b) After the trial occupancy, the agreement shall be in effect through the remainder of the Term.
c) The agreement may be renewed bi-annually, with the Rental Fee subject to increase, per section 3.
d) If Member does not exercise their bi-annual renewal option, the term of the agreement shall extend indefinitely on a Month-to-Month basis at the current Rental Fee. Either party may terminate during this extended period with 30 days written notice prior to the first of the following month.
3. Fees. In consideration for Sunset Collaborative providing the Services, Member shall pay the following amounts in cash, by check, or Stripe to Sunset Collaborative on or before the first of each month (the “Fees”):
a) The Monthly Fee paid each month.
b) The full amount of any additional charges incurred by Member during the previous month.
c) The full amount of daily fees reserved at the time of drop in reservations.
Sunset Collaborative may increase the Rental Fee by up to 4% on each contract anniversary (6 months).
4. General Terms and Conditions. In addition to the terms and conditions in this Agreement, Member hereby acknowledges and agrees to be bound by the General Terms and Conditions attached hereto, as evidenced by Member’s initials hereto.
Agreed:
Member: ______________________________________________________________
Sunset Collaborative: __________________________________________________
**Please make sure to print out the agreement in order to sign it or save it digitally for a digital signature, and email back to sara@mdeggers.com
Sunset Collaborative General Terms and Conditions
The services Sunset Collaborative provides to you are subject to the following Terms and Conditions (T&C). Sunset Collaborative reserves the right to update the T&C at any time without notice to you. Sunset Collaborative membership application does not create a tenancy but a prepaid usage license to use the provided amenities on a monthly or casual basis.
Description of Services
Sunset Collaborative may provide you with access to office space, workstations, Internet access, office equipment, conference space, knowledge resources, and other services (collectively, “Services”). The Services are always subject to the T&C.
No Unlawful or Prohibited Use
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 Sunset Collaborative’s 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, or accounts, computer systems or networks connected to any Sunset Collaborative server or to any of the 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, nor should you post or download files that you know or should know are illegal or that you have no rights to.
You hereby represent and warrant that you have all requisite legal power and authority to enter and abide by the terms and conditions of this T&C and no further authorization or approval is necessary. You further represent and warrant that your participation in 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 messages (commercial or otherwise).
• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as 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 [Coworking Space] servers.
• Upload, or otherwise make available, file that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as a limitation, copyright, 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, candlebots, corrupted files, or any other similar software or programs that may damage the operation of another computer or property of another coworker.
• Download any file that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and or/distributed in such manner.
• Restrict or inhibit any other user from using and enjoying the Services.
• Violate any code of conduct or other guidelines which may be applicable for any Service (including the Building Rules).
• 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; or
• Create a false identity for the purpose of misleading others.
Renewals and Terminations
This Agreement is automatically renewed at the end of each period with consent of each party.
The T&C must always be adhered to. Failure to follow T&C can result in non-renewal or even early termination of the usage license. Sunset Collaborative reserves the right to terminate any Service at any time, immediately and without notice, if you fail to comply with the T&C. This includes non-payment or violation of the space rules. If this happens, Sunset Collaborative will refund any amounts paid for unused periods that remain after deducting any pending charges, on a prorated basis.
Members may terminate this Agreement by giving a written notice of termination as established in this Agreement. Termination shall be in effect as of the end of that calendar month. Should Member not provide timely notice of termination to Sunset Collaborative then the Membership Period shall continue to the end of the following calendar month and the service fees for that calendar month shall be payable.
Upon termination of the Agreement, Sunset Collaborative shall cease providing the Services. Member shall vacate the premises immediately upon the termination of the Agreement and shall leave the private offices in broom clean condition if this is what was provided/rented. Member shall be liable for all damage to the premises caused by Member during the term of the Agreement. If a Member fails to vacate the premises in a timely manner, Member shall be billed twenty dollars ($20) per day per workspace occupied by Member after termination of the Agreement.
Invoicing and Payment
The member is automatically invoiced monthly in advance based on their membership option. Also included are any variable charges such as conference meeting room and/or zoom room rental usage that may have been incurred during the previous period. Payment is required at the beginning of the month for that period, at the date specified in the invoice. Payment for casual usage is either paid on the day of use unless other arrangements have been made with Sunset Collaborative.
Sunset Collaborative reserves the right at all times to disclose any information about you, your participation in and use of the Services as Sunset Collaborative 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 Sunset Collaborative sole discretion.
Confidentiality
You acknowledge and agree that during your participation in and use of the Services you may be exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, which is disclosed by Sunset Collaborative, or any participant used of the Services or any employee affiliate, or agent thereof, that is non-public, confidential, or proprietary in nature. Confidential information also includes, without limitation, information about business, sales, operations, know-how, trade secrets, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records of Sunset Collaborative, any analyses, compilations, studies or other documents prepared by Sunset Collaborative or otherwise derived in any manner from the Confidential Information that you are obliged 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 to disclose Confidential Information to any third parties.
• Not to use Confidential Information in any way directly or indirectly determined to Sunset Collaborative or any participant or user of the Services.
All confidential information remains the sole and exclusive property of Sunset Collaborative or the respective disclosing party. You acknowledge and agree that nothing in this T&C 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 proprietary rights of Sunset Collaborative 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 of your own free will and decision. You acknowledge that Sunset Collaborative does not have any liability with respect to your access, participation in, use of the Services, or any loss of information resulting from such participation or use.
Disclaimer of Warranties
To the maximum extent permitted by the applicable law, Sunset Collaborative 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: 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, correspondence to description or non-infringement. The entire risk as to the quality 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 the applicable law, in no event shall Sunset Collaborative 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 Sunset Collaborative, and even if Sunset Collaborative has been advised of the possibility of such damages.
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 Sunset Collaborative 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 T&C and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance up to [enter amount]. The foregoing limitations, exclusions, and disclaimers, including the previous sections) shall apply to the maximum extent permitted by applicable law, even if any remedy fails in its essential purpose.
Indemnification
You release, and hereby agree to indemnify, defend and save harmless Sunset Collaborative and Sunset Collaborative 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 if you bring a claim or lawsuit in violation of this agreement, you shall be liable for any attorney fees and costs incurred by Sunset Collaborative or its respective officers and agents in connection with the defense of such claim or lawsuit.
Severability
In the event that any provision or portion of this T&C is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this T&C shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law.
Insurance
Sunset Collaborative carries Liability and Business Personal Property insurance. Member shall maintain the renter’s insurance for all private property of Member stored in or on the Premises, and hereby waives any claim against Sunset Collaborative for any damage to such private property.
Miscellaneous
The Agreement and these General Terms and Conditions shall not be construed more strongly against any party regardless of who was responsible for its preparation. The Agreement and these General Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Iowa (without regard to its conflicts-of-laws principles). The state and federal courts located in Warrant County, Iowa shall have exclusive jurisdiction over any conflict arising under or related to the Agreement and/or these General Terms and Conditions, and the parties hereby irrevocably submit to the jurisdiction and venue of such courts and waive any defenses to such jurisdiction and venue (including for forum non conveniens).
Acknowledged and agreed by Member:
_____________________________________________
**Please make sure to print out T&C in order to sign it or save it digitally for a digital signature, and email back to sara@mdeggers.com
SUNSET COLLABORATIVE CODE OF CONDUCT
PURPOSE
Sunset Collaborative is committed to providing a harassment-free experience for everyone, regardless of gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, religious affiliation or marital or parental status. We do not tolerate harassment in any form. Members violating these rules may face consequences including, but not limited to, expulsion from our space without a refund. By becoming a member, you are agreeing to abide by these guidelines. We expect our community to help us realize a safe and positive experience for everyone.
WHAT CONSTITUTES HARASSMENT
Harassment includes, but is not limited to:
• Verbal comments that reinforce discrimination based on gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, or religion.
• Sexually charged jokes, statements, or comments.
• Creation or display of sexual images in public spaces.
• Prejudicial surveillance, deliberate intimidation, stalking, or unwanted following.
• Harassing photography or video/audio recording.
• Sustained disruption of talks or other events.
• Inappropriate physical contact.
• Invasion of personal space.
• Unwelcome sexual attention.
• Advocating for, or encouraging, any of the above behavior.
These behaviors, as well as others described below, are not conducive to a welcoming environment and are therefore prohibited in all spaces (physical and virtual) that are encompassed in this agreement.
ENFORCEMENT
If a participant engages in harassing behavior, Sunset Collaborative Managers retain the right to take action in order to maintain a welcoming environment for other participants. This includes warnings, expulsion from the conference without a refund, or other measures deemed appropriate. Our team is authorized to address anything designed to, or with the clear impact of, making the environment hostile for any participants. We expect participants to follow these rules in all spaces (physical and virtual) including social activities, and we encourage participants to follow these guidelines outside of these spaces as well.
ONLINE GATHERINGS
Not all events, workshops, conferences, or interactions are necessarily linked to a physical space. But regardless of the mode of interaction, all other guidelines apply here, and extend to unwelcome or deliberately ill-intentioned activity directed at participants via social networks, forums or other online platforms linked to their participation in online or physical spaces.
REPORTING
If someone makes you or anyone else feel unsafe or unwelcome, we encourage you to report it as soon as possible. All claims are taken seriously and will be overseen by Sunset Collaborative Managers. You can make a report either personally or anonymously, both detailed below.
ANONYMOUS REPORT
Sunset Collaborative will set up an online form to report harassment HERE [include link to form]. We commit to fully investigating and acting on information we receive through anonymous reporting.
PERSONAL REPORT
You can make a personal report by:
• Contacting Sunset Collaborative Management at 515.313.8223
• Emailing us: info@sunsetnorwalk.com
When taking a personal report, our Management will make sure that we discuss your issue privately and securely. They may involve other staff to ensure your report is managed properly. At this point, we will ask you to go over the details of the harassment. This can be a complicated process, but we will handle it as respectfully as possible, and you are welcome to bring someone with you for support. We will never ask you to confront someone, and we will not relay your name or information to the accused.
Our team will be prepared to put you in touch with security, law enforcement, or any other local services you request. We want you to feel safe and comfortable. Your participation is important to us.
IMPORTANT CONTACT NUMBERS
Norwalk Police: 911
Norwalk Police, Non-Emergency: 515.222.3321
PHOTO POLICY
All recordings must be identified publicly and give participants the choice to not be recorded. Participants are free to ask that photographs of themselves are withheld from any promotional materials. To maintain privacy and personal boundaries, all participants must ask before taking any photographs that are clearly meant to highlight a small group or single person.
Cobot is the web platform used by Sunset Collaborative to provide this website.
See Cobot Terms
