Terms & conditions - Serviced Offices
TERMS AND CONDITIONS
FACILITIES AND SERVICES
1.(a) The expressions "Licence Fee" "Accommodation" "Initial Term" "Start Date" "Earliest End Date" "Premises" and "Deposit" shall be as described overleaf.
(b) In consideration of the payment by you of the Licence Fee, we permit you to share with us the use of the Accommodation.
2. We agree to procure the provision at the Accommodation of fully furnished office(s) in accordance with the inventory which you shall have signed on or before the Start Date from the Start Date until this Licence shall be brought to an end (howsoever ended).
3. The Licence Fee is inclusive of rates, service charges, building management, building insurances (but excluding your own fittings), lighting, heating, cleaning, security and the use of reception and kitchen facilities.
PAYMENT, DURATION AND TERMINATION
4.(a) You shall pay to us on the first working day of each month during the Term whether demanded or not (and by monthly direct debit) the Licence Fee (together with Value Added Tax) the first proportionate payment to be made on the signing of this Licence for the period from the Start Date.
(b) This Licence shall continue at least until the Earliest End Date and will be automatically renewed for successive periods of 3 months until brought to an end by either one of us on not less than 3 months notice to the other unless the Initial Term shall be for a period of not more than 3 months in which event the Licence shall continue at least until the Earliest End Date and will be automatically renewed for successive periods equal to the Initial Term until brought to an end by either one of us on giving notice to the other such notice being not less than the Initial Term less 2 weeks or equal to the Initial Term if the Initial Term is for a period of 2 weeks or less (in every case the entire period of the Licence being known as the "Term").
(c) Unless ended by us as provided in clause 9, this Licence shall always end on the last day of the calendar month in which this Licence would otherwise expire and on any automatic renewal as provided in clause 4(b) the licence fee then payable will be the greater of the Licence Fee increased by 5% and the Licence Fee then shown in the current list price notified to you at the time of renewal and all other terms and conditions shall otherwise remain the same.
5. You shall pay to us:
(a) On demand (by monthly direct debit if required) our charges from time to time for all voice and data services relating to the Accommodation and for all facsimile, photocopying, secretarial, word-processing, conference facilities, car parking and other services in the Premises which you use .
(b) Interest at the rate of 10% per annum on any sum payable under this Licence unpaid for 7 days from the date when it is due, such interest being calculated from such date to the date of payment and any letter that we may write to you in respect of any arrears that are due shall be charged at £20 plus Value Added Tax.
(c) All sums due to us without deduction or set off
PROVIDED THAT we may withhold all or any services (including access to the Accommodation) whilst any such sums are due and owing.
6. If you, being a company, shall enter into liquidation whether compulsory or voluntary (save for the purpose of reconstruction or amalgamation) or have an administration order made against you or a receiver appointed over you or any of your assets, or being an individual, shall have a bankruptcy order made against you, we will have the right, with or without notice to you, in addition to and not in lieu of other remedies available, to terminate this Licence. In such event, you will remain liable for all your obligations previously accrued.
7.(a) You have paid to us the Deposit as security for the performance of your obligations in this Licence, such Deposit to be returned within 60 days of the determination of this Licence ("the Determination Date") Provided you have complied with your obligations and subject to the deduction of an amount in respect of any damage and the cost of returning the Accommodation, including administration costs of doing so, and the items on the Inventory to the same condition as they were in at the Start Date.
(b) If the cost of the monthly services provided by us exceeds 50% of the Deposit, if required by us, you shall increase the Deposit by up to 50% of such cost on demand.
(c) In the event of any deduction from the Deposit due to your default, you shall replace any sum deducted within 14 days of being notified of such deduction.
8. Upon the Determination Date:
8.(a) You shall pay for and we shall provide for your benefit the Virtual Office Service (details of which have been provided to you prior to the signing of this Licence) on the terms and at the rate then applicable for a period of 3 months from the Determination Date. We shall be entitled to deduct any costs due and owing to us for the provision of this service from the Deposit.
(b) If for whatsoever reason you do not enter into the Virtual Office Service or in any event, on the expiry of the Virtual Office Service, your direct dial instructions will be cancelled and any post we receive on your behalf shall be held at the Premises for a period of up to two weeks and then (at our discretion) returned to the sender or the Post Office.
9. This Licence may be determined by us immediately upon your breach of any of your obligations under this Licence. Whether or not this Licence has been determined, we shall be entitled (but not obliged) to retain any of your furniture, personal effects or other belongings present at the Accommodation until all arrears owed to us have been paid or other losses made good and in the event of non payment within 14 days, we shall be entitled to dispose of any such goods in settlement of any arrears and costs of disposal (and you agree to and shall indemnify us against any losses expenses or claims we incur or suffer as a result of the exercise of our rights under this clause).
CLIENT'S RIGHTS AND RESPONSIBILITIES
10. You are entitled to:
(a) Carry on your business in the Accommodation subject to compliance with these Terms and Conditions. We are entitled to require you to use any similar sized premises that we may allocate from time to time provided that such alternative premises are in the Premises or are in an alternative building being of similar standard to, and located no more than 1 mile from, the Premises. Such alternative premises shall become the Accommodation and (if applicable) such alternative building shall then become the Premises.
(b) Use (in common with other clients of the Premises) the sanitary facilities provided.
(c) Have access to the Accommodation 24 hours a day, each day of the year.
11. You shall not:
a) Impede or interfere with our right of possession and control of the Accommodation.
(b) Use the Accommodation otherwise than for your business and in any event not for any illegal activity
(c) Install in the Accommodation any furniture or equipment without our prior written approval.
(d) Alter the Accommodation, its partitioning or any fixtures or fittings.
(e) Interfere with the conduct of our business and during the Term and for six months afterwards you shall not offer employment to or engage directly or indirectly any
individuals employed, or engaged as consultants, by us.
(f) Damage any of the decorations, fixtures and fittings or other equipment in the Accommodation.
(g) Use the Accommodation in any way so as to annoy or disturb us or other clients in the Premises.
(h) Bring pets into the Accommodation.
(i) Affix or display anything in the windows or doorways of the Accommodation without our consent in writing.
(j) Be entitled to any compensation as a result of any failure of data security or computer systems or of our failure to provide any of the services in accordance with this Licence where such failure is due to any breakdown or strike or delay or failure of any staff, manager or caretaker to perform their duties.
(k) Use any services in the Accommodation other than those offered or permitted by us. We shall be entitled to bar the use of any telephone numbers that permit you to bypass our service providing national and international call connections and you agree not to use any third party for the provision of such services.
(l) Provide any services for any other client in the Premises without our prior written agreement.
12. You shall:
(a) Observe and adhere to all the rules and regulations from time to time made by us for the management of the Accommodation.
(b) Conduct your business from the Accommodation so as not to interfere with us or any other clients of the Premises, and comply with all laws and any other requirements regulating the conduct of the your business.
(c) Vacate the Accommodation on the Determination Date. The Accommodation must be left in the same condition as it was found at the Start Date. We accept no responsibility for any item of furniture personal effects or other belongings left in the Accommodation and we may dispose of such property, and the costs of disposal shall be yours.
(d) On the Determination Date, return to us all keys and other means of access to the Accommodation and the Premises and whenever any key or other means of access is lost, report such loss immediately to us and pay on demand the cost of replacements and the cost of changing any lock.
(e) Indemnify us and our officers, employees and agents, from all claims, liability, loss, damages and costs incurred arising out of your use of the Accommodation. You shall maintain adequate insurance against all such risks.
(f) Without prejudice to clause 11(e) and 12(g) inform us immediately if you enter into negotiations with any of our employees or consultants with a view to offering to engage or employ such employee or consultant or otherwise to soliciting or enticing such employee or consultant away from us (whether or not the employee or consultant would in leaving us be doing so in breach of contract) either during the Term or in the six month period immediately after the Term.
(g) Without prejudice to any rights or remedies that we may have for any breach of these Terms, upon breach by you of clause 12(e), you shall pay to us, within seven days of any employee or consultant commencing his or her employment or engagement with you (irrespective of when such employment or enjoyment commences), an agreed payment of damages equivalent to 50% of the relevant individual's then current annual gross salary, including guaranteed bonuses and the value of benefits In kind. This payment is an agreed pre-estimate of the likely cost to us of such breach (including, without limitation, temporary worker requirements and recruitment and training costs).
OWNER'S RIGHTS AND RESPONSIBILITIES
13. We shall:
(a) Keep the sanitary facilities in the Premises in working order and properly cleaned and equipped.
(b) Keep the Accommodation adequately lit and provide reception and switchboard services during normal opening hours, which shall mean between 08:30 and 18:00 hours Monday to Friday (excluding bank holidays).
(c) Maintain and renew as may be the fire fighting equipment in the Accommodation.
(d) Not be under liability for failure to have any of the office facilities available to you because of use by any other person within the Premises and we shall not be liable if, for any temporary reason, you shall be unable to obtain access to the Accommodation.
(e) Not be liable for any breach of security of our network or of any information that you place on it and you should therefore introduce such security measures as you may consider appropriate.
(f) Have the right at any time to enter the Accommodation to inspect it, to provide services, to make repairs and alterations and to show the Accommodation to prospective clients.
DATA
14. You agree that we may use any personal data which you provide us: (a) to fulfil our obligations under this Licence and for market research and tracking of sales data in order to improve our future services to you; (b) to send you other information about our products and services and about events and promotions organised by us or on our behalf; and (c) to give such data to others who have been carefully selected by us in order to enable them to send you information as set out above which may be of interest to you. If at any future point you do not consent to such use, such consent may be withdrawn by written notice to us.
GENERAL
15. This Licence is personal to you and is not assignable by you.
16. All notices must be in writing. Notices to you will be considered served if handed personally to one of your staff at the Accommodation. Notices to us will be considered served if mailed by registered or recorded mail, postage prepaid, to us at our address shown overleaf, or such other address as we shall advise you in writing.
17. The invalidity or unenforceability of any provision of this Licence shall not affect or impair the validity of any other provision. No waiver of any default by you shall be implied from our failure to take action with respect to such default.
18. Where you comprise more than one individual, such individuals shall be jointly and severally liable to observe and perform your obligations under this Licence.
19. This Licence supersedes any prior agreement and embodies the entire agreement between us and may not be modified, changed or altered in any way except as agreed by us both in writing; and shall be interpreted and enforced in accordance with the laws of England and Wales.
20. The terms of this Licence are confidential and neither of us may disclose them during or after the Term without the other's consent, except as required by law or an official authority.
21. This Licence creates no rights in any third parties to enforce its terms pursuant to Section 1 of the Contracts (Rights of Third Parties) Act 1999.
You confirm having read and agreed to all the terms and conditions.