Terms of Use

USER’S ACKNOWLEDGMENT & ACCEPTANCE OF TERMS

The Services The Space On Main provides to the undersigned Client (including but not limited to use of The Space On Main at 174 Main Street, Bradford, Vermont 05033, access to internet, etc.), are subject to the following Terms of Use (hereby referred to as “TOU”). The Space On Main reserves the sole right to modify or discontinue The Space On Main’s Service(s) and/or modify and update the TOU (as well as, the Community Guidelines referenced in this Agreement) at any time with or without notice to Client. The Space On Main will not be liable to Client or any third party should we exercise such right. Any new features that augment or enhance The Space On Main’s current Service(s) shall also be subject to these TOU. All such guidelines or rules are hereby incorporated by reference into these TOU. By using The Space On Main, Client agrees to be bound by these TOU and this Agreement. Client’s agreement with The Space On Main regarding compliance with these TOU becomes effective immediately upon commencement of Client’s use of The Space On Main. Client may not assign and/or transfer Client’s rights and obligations under these TOU to any party and any purported attempt to do so will be null and void. The Space On Main will attempt to notify Client of any updates within 5 days of their enactment using the email contact information provided in the Agreement and it is Client’s responsibility to update Client’s contact information to ensure delivery and receipt of such notices. Client acknowledges and agrees that it is Client’s responsibility to review these TOU and to familiarize itself with any modifications. By completing the Membership/Reservation forms and/or paying for Services, Client agrees that all information provided by Client in this Agreement is true and accurate and that Client will maintain and update this information as required in order to keep it current, complete, and accurate. Client’s continued use of The Space On Main after any modifications will constitute acknowledgement of the modified TOU and agreement to abide and be bound by the modified TOU and new Agreement terms. Any failure by The Space On Main to enforce or exercise any provision of these TOU or related rights shall not constitute a waiver of that right or provision.

1. UPDATES

The Space On Main shall have the right to update, modify, and/or change the Agreement and/or TOU at any time without notice to the Client. Client acknowledges that the most current Agreement terms shall be sent to Client via email provided and will also be located online at https://www.thespaceonmain.org/terms and it shall be Clients responsibility to check both email and said internet site for updates. Client acknowledges that Client shall accept the new terms of the Agreement upon renewal of the Agreement each month. Use of The Space On Main beyond the monthly Agreement period shall constitute acceptance of the new Agreement terms by Client.

2. PERMITTED USE

Client shall be entitled to use The Space On Main solely for office, business oriented, and programming purposes as listed in this Agreement. The Client understands that no other type of business or service can be provided in The Space without The Space On Main’s prior written approval.

3. DESCRIPTION OF SERVICES

The Space On Main may provide Client with access to The Space, work stations, Internet access, office equipment, conference space, knowledge resources, and other services as The Space On Main may provide from time to time (collectively, “Services”). The Services at all times are subject to the membership Agreement and TOU.

4. NONEXCLUSIVITY

Client shall not allow any other person or entity to use The Space On Main without being accompanied by Client. Client acknowledges that other Clients shall have shared use of The Space at any given time. The Space On Main may temporarily carry out maintenance of The Space and reserves the right to change and/or modify The Space at any time without notice to the Client. The Space On Main may relocate Client to other equivalent space within The Space upon giving Client one-week notice. The Space On Main shall not be responsible for any loss of income, relocation expenses, and/or any other costs directly or indirectly associated with any relocation or change.

5. LIMITATIONS

No Interest in Real Property: This Agreement shall in no way be construed as granting Client any title, easement, lean, possession, leasehold interest, or related rights in The Space, the Building or anything contained therein. All of Client’s rights herein are purely contractual and Client shall not receive or claim to have received, whether expressly or implicitly, any rights regarding The Space, The Space On Main, and/or Building and anything contained therein. This Agreement is granted to the Client on an individual basis and may not be transferred to any other person or entity. In the event The Space On Main is no longer able to provide the Service(s) as outlined herein, for whatever reason, the Client will be informed in writing 30 days prior to discontinued Services.

6. CONTACT INFORMATION, EMAIL LIST, NOTICES & PRIVACY POLICY

The Space On Main requires the contact information of all those using The Space on a regular basis. Clients will be auto-subscribed to The Space On Main’s Email List using email provided by Client. Client acknowledges that all Clients must be subscribed to The Space On Main’s Email List as part of Client’s obligations and duties to The Space On Main. Client shall have an affirmative duty to keep the email address on The Space On Main Email List current. The Space On Main shall have the right to transmit information and other content to Client via electronic mail (“email”) and other means and forms of communication. Client agrees and acknowledges that any Notice(s) sent to Client by The Space On Main are deemed to be properly relayed and/or served upon Client through Client’s email on file. Notice(s) as mentioned herein shall include but not be limited to, announcements, event alerts, billing invoices, change in Agreement and/or TOU, warning letters, letters of default, letters in which Client is put on notice regarding delinquency of Membership and Service Fees, Notice of breach of Agreement by Client, its agents, or invitees, and any Notice which informs Client that this Agreement is terminated and in which Client is required to vacate The Space. If Client unsubscribes and/or opts-out from The Space On Main’s Email List, it will be construed as a violation of these TOU and Client forfeits all rights and does so at Client’s own risk. Client shall in no way hold The Space On Main responsible or liable for not receiving important Notices of any kind from The Space On Main. It is Client’s responsibility to stay informed of The Space On Main’s new policies, announcements, and other information pertaining to Member Services and/or The Space On Main The Space. The Space On Main will not release the Client’s personal information and/or emails to third parties unless we are required to do so by law. Notices to The Space On Main must be sent to the attention of Member Services at thespaceonmain@gmail.com by email or to The Space On Main, 174 Main Street, Bradford, Vermont 05033 by conventional mail.

7. NO UNLAWFUL OR PROHIBITED USE

Client will not use the Services for any purpose that is unlawful or prohibited by these TOU, Agreement, and/or that are prohibited by The Space On Main’s Community Guidelines. Client acknowledges that Client is participating in or using the Services at Client’s own free will and decision. Client hereby represents and warrants that Client has all requisite legal power and authority to enter into this Agreement and abide by this TOU and Agreement and no further authorization or approval is necessary. Client further represents and warrants that Client’s 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 Client is a party.

7a. Client will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. Client may not use the Services in any manner that could damage, disable, overburden, or impair any The Space On Main’s server, or interfere with any other party’s use and enjoyment of any Services.

7b. Client may not attempt to gain unauthorized access to any Services, or accounts, computer systems or networks connected to any The Space On Main server or to any of the Services, through hacking, password mining or any other means. Client may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services, nor should Client post or download files that Client knows or should know are illegal or that Client have no rights to.

7c. Client hereby represents and warrants that Client 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. Client further represent and warrant that Client’s 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 Client are a party.

8. USE OF SERVICES & COMMUNITY GUIDELINES

Client acknowledges that The Space On Main does not have any liability with respect to Client’s access, participation in, use of Services, or any loss of information resulting from such participation or use. The Space On Main will do its best to ensure electricity, heat, AC, and internet uptime but does not guarantee 100% uptime for all Services and is not responsible for losses incurred to Client during down-time and/or circumstances beyond The Space On Main’s control. Client understands and agrees that The Space On Main Services are provided “AS IS” and that temporary interruptions, disruptions, and/or delays of The Space On Main Services may occur as normal events and The Space On Main is not to be held responsible and/or accountable in any way for such events. Client acknowledges and agrees that in order to access and/or use The Space On Main network and to use The Space On Main printers and other shared devices, Client may have to install drivers and software to be provided by The Space On Main to Client. Client agrees that The Space On Main shall not be held liable for any damage resulting to the computer systems, hardware, software, files, and business of Client, its agents, assigns, employees, affiliates and customers due to use and/or installation of said software/drivers, irrespective of negligence on the part of a third party vendor or agent of The Space On Main. Client shall release The Space On Main from any claim or liability of and for Client, its agents, assigns, employees, affiliates and customers arising from and in conjunction with the use of said software and/or drivers.

8a. INTERNET POLICY
Wireless/Wired access to the Internet is provided during Client’s membership. Service interruptions, if they occur, will be handled as promptly as possible. The Space On Main is not responsible for any data, business or other losses as a result of such interruptions. Client is responsible to protect Client’s own computer and data from electrical surges, theft, virus, or other malicious attack. The Space On Main does not take any responsibility for the security, content, network distribution, and use of any of the information that is processed, transmitted, received, or any other means communicated through the Internet service that is provided. The Space On Main is not responsible for any damages or losses that are the result of any security breaches of network services from the Internet or within The Space. Any misuse of the Internet and/or Services provided is grounds for termination of this Agreement. Client agrees that when participating in or using The Space On Main Services, Client cannot:

  1. Use the Services in any manner that could damage, disable, overburden, or impair any The Space On Main server or network(s);
  2. Disrupt or significantly slow down the remaining computers in the Office through excessive usage of internet services/bandwidth;
  3. Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming, spimming or any duplicative or unsolicited message(s) (commercial or otherwise);
  4. Attempt to gain unauthorized access to any Services, accounts, computer systems or networks connected to any The Space On Main server or to any of the Services, through hacking, password mining or by any other means;
  5. Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through The Space On Main’s servers, bandwidth, notice boards, events, and/or The Space On Main Services;
  6. Use any material or information, including images, files, photos, software or other material which are made available through the Services in any manner that infringe intellectual property laws, copyright, trademark, patent, trade secret, or other proprietary rights of any party;
  7. Upload files that contain viruses, trojan horses, worms, time bombs, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;
  8. Download any file(s) that cannot be legally reproduced, displayed, performed, and/or distributed in such manner;
  9. Harvest, attempt to intercept, store, and/or otherwise collect information about others, including email addresses, without the knowledge and authorization or consent of the disclosing party;
  10. Post or transmit content Client does not have the right to post or transmit;
  11. Post or transmit content that is unlawful, untrue, stalking, harassing, defamatory, abusive, threatening, obscene, hateful, harmful or otherwise objectionable as determined by The Space On Main’s sole discretion;
  12. Use the Service/network to send altered, deceptive or false information;
  13. Interfere or attempt to interfere with the access of any user, host or network, including without limitation, sending a “virus,” overloading, “flooding,” “spamming,” “crashing,” or “mail bombing” the Service or any The Space On Main or related website or network; or
  14. Install, maintain, damage, or otherwise locate at The Space On Main any computer server of any kind, whether hardware or software.

8b. ADDITIONAL COMMUNITY GUIDELINES
The Space On Main does not and shall not discriminate on the basis of race, color, creed, gender, gender expression, age, national origin, disability, marital status, sexual orientation, or military status, in any of its activities or operations. We are committed to providing an inclusive and welcoming environment for all.

Client acknowledges and agrees that Client cannot:

  1. Solicit any other Clients in The Space;
  2. Restrict or inhibit any other user from using and enjoying the Services;
  3. Violate applicable laws or regulations and/or conduct any illegal activity;
  4. Defame, abuse, harass, stalk, threaten or violate the legal rights of others;
  5. Create a false identity for the purpose of misleading others;
  6. Obstruct any entranceway, create any circumstances of disrepair or damage any The Space On Main property or Office Premises;
  7. Place anything in the common areas which may in The Space On Main’s judgment, appear unsightly from the common areas or the Building;
  8. Alter, remodel, and/or redecorate Private Office space unless agreed upon in writing by The Space On Main;
  9. Cause any unnecessary labor or services by reason of Client’s carelessness or indifference in the preservation of good order and cleanliness;
  10. Bring, use or keep any kerosene, gasoline or inflammable or combustible fluid or material in The Space or the Building;
  11. Use the name of, or any picture of, the Building in connection with promoting or advertising Client’s business without prior written consent;
  12. Sell or cause to be sold items or services at retail in or from the Office;
  13. Conduct any auction nor permit any fire or bankruptcy sale, nor store goods, wares or merchandise in The Space;
  14. Conduct any activity that is regarded as offensive and/or which may be hazardous to other people;
  15. Create unreasonable noise at The Space that will disturb others;
  16. Use any communication devices in a manner that will disrupt others; Make any changes in The Space or the Building (including but not limited to rearranging furniture);
  17. Affix, attach or otherwise display any poster, sign, stickers, or materials in The Space, walls, windows, or on/near workstations/desks without written permission;
  18. Store, manufacture or sell explosives, flammables or other dangerous substance, chemical, thing or device from, in, and around The Space;
  19. Smoke in The Space, as The Space On Main is a non‐smoking zone;
  20. Act in any way that may damage anything in The Space or Building;
  21. Bring infants and/or children under the age of 18 in The Space (except as an attendee of all ages programming);
  22. Bring any pets/animals in The Space On Main;
  23. Access Building amenities & Services that are exclusive to residents;
  24. Violate the Building rules and/or compromise the Building or its protection from fire, flood, gas, electricity or weather and/or compromise the Building security or the security of the spaces therein; or
  25. Violate any code of conduct of other guidelines which may be applicable for any particular Service (including the Building Rules for The Space On Main at 174 Main Street, Bradford, Vermont 05033).

9. USE OF SERVICES CONTINUED

Client, its agents, employees or invitees shall not engage in any actions which violate the TOU, the Agreement, and/or Community Guidelines in any way. By accepting this TOU and Agreement, Client agrees to the following additional general terms and conditions of Client membership:

9a. KEY FOB ACCESS
The Space uses an automated key FOB and web access system. The Key FOBs and web access are not transferable and are for the sole use of the Client. Clients may not at any time, allow another person to use their key FOB(s) or web access. Client may not allow visitors entrance/access to The Space without accompanying them at all times. Client acknowledges that it is Client’s responsibility to safeguard the Key FOB(s) and web access provided and that Client’s negligence and/or failure to safeguard such Key FOBs and web access may constitute a breach of this Agreement and result in termination. In the event of electrical, software and/or hardware failure, access to The Space may not be available. During such events, The Space On Main will do its best to accommodate access to The Space but does not guarantee full-access based on scheduled hours and is not liable for any damages Client may incur as a result. Upon the termination of Services, Client shall deliver to The Space On Main all keys, Key FOBs, and passes for The Space, offices and/or rooms. Client shall not make, or cause to be made, any such keys. Client’s credit card on file shall be charged $25 for any lost keys/Key FOBs.

9b. SECURITY
The cameras located throughout The Space are for the Client’s protection and all those who use The Space and Client agrees to their use in such manner. Client understands that all activities in The Space are monitored and recorded for the Client’s safety. Client cannot modify or otherwise handle these devices.

9c. RIGHT OF ENTRY
Client understands and consents to allowing The Space On Main access to Client’s office/room should The Space On Main (i) suspect Client is in violation of this Agreement and TOU and need to investigate (ii) be required to do so by law (iii) need to do repair work and/or provide maintenance in connection to the office/room.

9d. EQUIPMENT
Client is not to mishandle or provide maintenance or alterations to any of the equipment, furniture, or any other items provided for use by The Space On Main. Client is to contact a The Space On Main representative for assistance in using equipment. If the Client breaks or causes damage to any equipment provided or owned by The Space On Main through negligence or misuse, the Client will be held responsible for any repair and/or replacement costs.

9e. EVENT SPACE, CONFERENCE ROOM & MAKERSPACE
Event Space, Conference, and Makerspace rooms are available to Clients based on availability with advanced notice and in accordance with Client’s membership plan. Client cannot exceed usage/capacity limitations without prior approval from The Space On Main. Unused conference use time does not roll over or accrue from month to month. The Space On Main reserves the right to relocate/modify conference rooms within The Space and enforce time and/or maximum capacity allocation restrictions. Event Space, Conference, and Makerspace rooms are for programming and meetings with customers, teammates, and clients ONLY and not to be used for events unless authorized by The Space On Main (through the reservation system). Client may not resell or donate conference room time to anyone.

9f. EVENTS/MEETINGS
Certain networking events, workshops, and/or meetings require specific The Space/time allocations. Advance notice will be given to Clients of such planned events when possible.

9g. MAIL DELIVERIES
Client shall have the option to receive mail at this address: Client Name or Company Name, 174 Main Street, Bradford, Vermont 05033 for a fee. Client hereby designates The Space On Main as authorized agent for the receipt of mail, packages and any other parcels. The Space On Main is not responsible for lost or damaged mail/packages. The Space On Main reserves the right to refuse and/or limit mail receipt/management if The Space On Main finds the amount of Client’s mail and/or package deliveries to be excessive.

9h. PARKING & BUILDING SERVICES
The Space On Main is not responsible for any damages or losses inflicted on Client’s and/or any visitor’s vehicle when using parking areas.

9i. VISITOR POLICY
Memberships are for one person. All visitors must be accompanied by the hosting Client at all times. Client visitors are only allowed if they are necessary to Client’s business or programming. Client must reserve a conference room in advance to accommodate any visitors. Visitors are not allowed access to member areas and must wait at reception until reserved conference room time. Visitors who consistently use the space (as determined by The Space On Main) are required to enroll in a membership plan. Client is responsible and accountable for the behavior/conduct of their visitors at all times. All visitors are responsible for their own belongings. Client assumes all liability and responsibility for any and all actions that may occur to themselves, their visitors, representatives, employees, contractors, or anyone that Client brings to The Space. This applies to, but not limited to, bodily injury, property damage, stolen or missing items, or any other such damage that causes harm in any way to Client, Client’s visitors, representatives, employees, contractors, or anyone that Client brings to The Space. It is strongly recommended that Clients carry their own comprehensive general liability insurance to protect against such incidents.

10. RENEWALS & TERMINATIONS

This Agreement is automatically renewed at the end of each period with consent of each party.

10a. MEMBERSHIP CANCELLATION POLICY
The Space On Main is a membership-based business resource and Client’s happiness with us is month-to-month or pay-as-you-go. Client may cancel at anytime and future monthly fees will be cancelled. The Space On Main does not, however, issue refunds for a payments already processed.

10b. SPACE USE CANCELLATION POLICY
Both members and non-member Clients may reserve and use some areas of The Space On Main. The following terms apply to space use payments, cancellations and refunds: Full payment is required to reserve a space. Client may cancel at anytime. The Space On Main does not, however, issue refunds for payments already processed.

11. INVOICING & PAYMENT

Client is automatically invoiced monthly in advance based on Client’s membership option. Also included are any variable charges such as printer 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 arrangement have been made with The Space On Main.

12. DISCLOSURE OF PARTICIPATION

The Space On Main reserves the right at all times to disclose any information about Client’s participation in and use of the Services as The Space On Main 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 The Space On Main’s sole discretion. Client acknowledges that Client is participating in or using the Services at Client’s own free will and decision. Client acknowledges that The Space On Main does not have any liability with respect to Client’s access, participation in, use of the Services, or any loss of information resulting from such participation or use.

13. CONFIDENTIALITY

Client acknowledges and agrees that during Client’s participation in and use of the Services, Client may exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, that is disclosed by The Space On Main or any participant of 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 The Space On Main, any analyses, compilations, studies or other documents prepared by The Space On Main or otherwise derived in any manner from the Confidential Information that Client is obliged to keep confidential or knows or has reason to know should be treated as confidential.

The Space On Main does not sign nor obligate its Clients to sign nondisclosure agreements. If there is something that Client is uncomfortable sharing at or with The Space or its members, Client should exclude information from materials and communications. Discretion lies with the Client.

14. DISCLAIMER OF WARRANTIES

To the maximum extent permitted by the applicable law,The Space On Main 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, or arising out of participation in or the use of the services, remains with Client.

15. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL & CERTAIN OTHER DAMAGES

To the maximum extent permitted by the applicable law, in no event shall The Space On Main 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 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 The Space On Main, and even if The Space On Main has been advised of the possibility of such damages.

16. LIMITATION OF LIABILITY & REMEDIES

Notwithstanding any damages that Client might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of The Space On Main 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 Client’s exclusive remedy for all of the foregoing shall be limited to actual damages incurred by Client 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 its essential purpose.

17. NON-DISPARAGEMENT

Client 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 The Space On Main, or any of The Space On Main officers, directors, employees, personnel, agents, policies, services or products, other than to comply with law.

18. INDEMNIFICATION

Client releases, and hereby agrees to indemnify, defend and save harmless The Space On Main and The Space On Main 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 the Client’s negligent actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Services. Client further agree in the event that Client bring a claim or lawsuit in violation of this agreement, Client shall be liable for any attorney fees and costs incurred by The Space On Main or its respective officers and agents in connection with the defense of such claim or lawsuit.

19. VIOLATIONS

If The Space On Main suspects violations of any of the above, The Space On Main will investigate and may institute legal action, immediately deactivate Service to any account without prior notice to Client, and cooperate with law enforcement authorities in bringing legal proceedings against violators. Client acknowledges that Client will cooperate fully with law enforcement authorities in investigating suspected criminal and/or illegal violations. Client agrees that The Space On Main may, at any time, and at The Space On Main’s sole discretion, terminate Client’s membership, account, or other affiliation with The Space and/or Services without prior notice to Client for violating any of the provisions in this TOU and Agreement.

20. INSURANCE

The Space On Main carries Liability and Business Personal Property insurance. As a user, Client is not required but it is strongly suggested that Client carries a Renters Insurance policy to cover Client’s own equipment while using our space. That policy may cover Client’s current residence/office, as well as the premises of The Space On Main.