On-Demand Services Terms and Conditions

These On-Demand Services Terms and Conditions, together with the details of your membership sign-up form on the On-Demand eCheckout Portal, will constitute the “Agreement” by and between the Industrious entity identified as the “Location Entity Name” in the On-Demand eCheckout Portal (i.e., the Industrious entity that leases or manages the selected location) (“Industrious”) and Member. Certain policies, rules, Services, and other terms referenced in this Agreement are also subject to change by Industrious from time to time as described herein.

PLEASE REVIEW THIS LANGUAGE CAREFULLY BEFORE USING THE SERVICES. DISPUTES ABOUT THIS AGREEMENT ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS SET FORTH IN SECTION 8(E) BELOW.

Definitions

Affiliate: Any company or entity that owns more than fifty percent (50%) of a party, that a party owns more than fifty percent (50%) of, or that is under the same majority ownership as a party. An entity is not an Affiliate simply because it has a management agreement, license agreement, franchise arrangement, or similar operating relationship with a party, unless that entity also meets the ownership threshold described above. Similarly, the following are not considered Affiliates: (a) portfolio companies or investment funds connected to a party's investors, unless such portfolio company or fund meets the ownership threshold described above, and (b) joint ventures in which a party holds a fifty percent (50%) or less interest.
Authorized Users: The individuals designated by Member and accepted by Industrious to access a Location, create or use a profile through the Member Portal or Mobile App, receive access credentials, or otherwise use the Services under Member’s membership. Authorized Users may include Member’s employees, contractors, agents, or other individuals approved by Industrious, subject at all times to this Agreement, Industrious’s then-current rules and policies, applicable background check and access requirements, and Industrious’s right to deny, suspend, or revoke access in its sole discretion. Member is responsible for all acts and omissions of its Authorized Users as if they were Member’s own acts and omissions.
Day Pass: A booking that entitles Member or an Authorized User to access an Open Workspace at a Location for a single day during business hours on the date booked, subject to availability and payment of the applicable License Fee. Day Passes must be booked through the On-Demand eCheckout Portal, Member Portal, or Mobile App.
Government Official: any individual holding a legislative, administrative, or judicial position of any kind, whether appointed or elected, or exercises a public function, or is an official of a public international organization.
Industrious Location Affiliate: The Industrious-affiliated entity that leases or manages the specific Location (other than the home Location) utilized by a Member as permitted herein.
Industrious Property(ies): Any Meeting Room, Open Workspace, Private Office, Location, and any building in which any of them is located.
Landlord: The landlord, owner, master lessor, property manager, or other party with superior rights in or to any Location or building in which any Location is located, and their respective Affiliates, successors, and assigns.
Lease: Each lease, management agreement, or other agreement between Industrious (or its Affiliate) and a Landlord applicable to the Locations used by Member under this Agreement.
License Fee: The per-use, hourly, or daily fees for the Services selected by Member at checkout on the On-Demand eCheckout Portal, together with any applicable taxes and add-on charges.
Location: Any Industrious location that Member books or accesses on a per-use basis through the On-Demand eCheckout Portal, Member Portal, or Mobile App.
Meeting Room: Conference rooms at Locations available for reservation by Member or its Authorized Users on a per-use, by the hour or by the day, subject to availability and payment of the applicable License Fee. Booking a Meeting Room grants the Member exclusive access to a fully-equipped meeting room for the reserved time, and the Member will have access to Open Workspaces for the duration of the reservation. Meeting Rooms must be booked for a minimum of two (2) hours and must be reserved prior to use through the On-Demand eCheckout Portal, Member Portal, or Mobile App.
Member: The individual or entity that enters into this Agreement.
Member Handbook: The member handbook and any other policy documents applicable to each Industrious location, as may be updated by Industrious from time to time in its sole discretion.
Member Parties: Member’s owners, officers, employees, agents, contractors, Authorized Users, guests, and invitees.
Member Portal and Mobile App: The online portal and mobile application provided by Industrious through which Member and Authorized Users may manage bookings, access credentials, and use the Services. Member and Authorized Users may access the Member Portal and Mobile App using the credentials associated with their profile or membership.
Online Terms: Industrious Online Services Terms and Conditions of Use which are available at https://www.industriousoffice.com/site-portal-terms and subject to change from time to time.
Open Workspace: Any non-exclusive workspaces and workstations in the common areas located at the Location. Member or its Authorized Users must make a reservation in the Member Portal or Mobile App prior to using an Open Workspace.
Privacy Policy: Industrious' Global Privacy and Cookie Notice, which is available at https://www.industriousoffice.com/privacy-policy and is subject to change from time to time.
Private Office: A private office available for reservation by Member or its Authorized Users on a daily basis, subject to availability and payment of the applicable License Fee. Private Offices must be booked through the On-Demand eCheckout Portal, Member Portal, or Mobile App.
Trade Control Laws: All applicable U.S. and Canadian economic sanctions, export control, and trade compliance laws and regulations, including the economic sanctions regulations administered by OFAC (31 C.F.R. Part 500 et seq.), the U.S. Commerce Department's Export Administration Regulations (15 C.F.R. Part 730 et seq.), and Canadian sanctions regulations under the Special Economic Measures Act, the Justice for Victims of Corrupt Foreign Officials Act, and the United Nations Act.

Section 1. Access and Bookings

(a) On-Demand Access.

Member and its Authorized Users may book and access Day Passes, Open Workspaces, Meeting Rooms, and Private Offices at Locations on a per-use, hourly, or daily basis through the On-Demand eCheckout Portal, Member Portal, or Mobile App, subject to availability and payment of all applicable License Fees. Access is limited to what Member actually books, to the applicable reserved period, and to the Location's posted business hours, and is subject to temporary closures, access restrictions, and other limitations in this Agreement. Member and its Authorized Users may attend events at a Location while present under a valid booking, subject to this Agreement.

(b) License Only.

This Agreement grants only a revocable license to access the applicable Open Workspace, Private Office, Meeting Room, and Services, subject to this Agreement. The relationship between Industrious and Member is solely that of licensor and licensee, and not landlord-tenant or lessor-lessee. This Agreement does not grant Member any right, title, interest, easement, or lien in or to Industrious’s business, any Industrious Property, or anything contained in any Industrious Property, and will not be construed as a lease. Member acknowledges that this Agreement creates no tenancy interest, leasehold estate, or other real property interest in Member’s favor and Member waives any and all claims and defenses based upon any such interest.

Section 2. Open Workspace, Services

(a) Open Workspace.

Industrious will permit, or cause the applicable Industrious Location Affiliate to permit, Member and its Authorized Users to access and use the Open Workspace, subject to this Agreement and payment of all applicable fees. Member acknowledges that Open Workspace is not dedicated space or a private office. Open Workspace provides access only to common areas, is shared with other members, and is available on a first-come, first-served basis with no guarantee of availability. Member is not entitled to any refunds, credits, abatements, or termination rights if Open Workspace is unavailable to Member or its Authorized Users at any Location on a specific date requested by Member or its Authorized Users.

(b) Services.

All Locations will include standard power outlets, common area restrooms, and a common area kitchen. Industrious will use good faith efforts to provide services that may vary by Location, including shared internet connection, printers, and other services (collectively, the “Services”). Services may be provided by Industrious, an Industrious Affiliate, or a third-party service provider designated by Industrious from time to time. All Services, other than shared internet connection and printers, may be added, modified, or discontinued from time to time by Industrious; provided that Industrious will use reasonable efforts to provide advance notice to Member of any material changes to such Services.

(c) Business Hours.

Business hours for any Location may vary, and current hours will be posted at the Location or otherwise made available to Member. Member's access under this Agreement is limited to posted business hours. Industrious may close or restrict access to any Location for holidays, adverse weather conditions, emergencies, maintenance, repairs, safety or security reasons, building or Landlord requirements, Force Majeure Events, or other operational reasons determined by Industrious. Member is not entitled to any refunds, credits, abatements, or termination rights due to any such closure or access restriction.

(d) Software.

To receive certain Services, Member and its Authorized Users may be required to install drivers or software tools on their computer devices (collectively, “Software”). Software may be owned, controlled, or provided by third parties, and is subject to the terms contained therein. Industrious provides no warranties, guarantees or representations with respect to the Software. Member will not attempt to, or allow others to, gain unauthorized access to any computer systems located at or serving any Location, or any content or data of Industrious, other members, or any other person. Member is solely responsible for securing and controlling all credentials issued to or used by Member, its Authorized Users, or any Member Parties for Industrious’s computer systems, networks, or Services. Industrious makes no warranty or representation to Member with respect to any security services or systems.

(e) Maintenance.

Industrious will use commercially reasonable efforts to maintain its Locations in good functional condition. Member shall take good care of all parts of any Industrious Property, including any audiovisual equipment, fixtures, and furnishings, which Member is permitted to use. Member shall not alter any part of any Industrious Property or Industrious’s equipment, fixtures, or furnishings.

(f) Location Access.

Member acknowledges that Industrious and its designees will have access at all times to all Open Workspaces, Private Offices, and Meeting Rooms, including for maintenance, safety, and emergencies. Industrious may temporarily move or replace parts and components of any Open Workspace, Private Office, or Meeting Room in Industrious’s sole discretion. Except in an emergency, Industrious will use commercially reasonable efforts not to disrupt Member’s business in or use of any Open Workspace, Meeting Room, or Private Office in accordance with the terms and conditions of these On-Demand Services Terms and Conditions. Member also acknowledges that Locations may have additional security requirements for entry by Member and its Authorized Users, such as check-in with building security, presentation of government identification documents for verification, and photo check-in. Noncompliance by Member or any Authorized User will result in denial of access to such Locations.

(g) Guests.

If Member reserves a Meeting Room, Member shall be entitled to have the number of guests equal to the Meeting Room’s seating capacity (which is provided when booking the Meeting Room), for the duration of the Member’s Meeting Room reservation. Member is not otherwise entitled to bring guests in connection with a Day Pass, Open Workspace, or other individual booking. At all times, Member shall be liable for the behavior of their guests. Guest policies at any Location may be amended from time to time by Industrious in its sole discretion.

(h) Removal of Property.

Upon leaving the Location, Member will remove all of its property from the Open Workspace, Meeting Room, Private Office, and Location and leave them in the same condition as when Member first entered, ordinary wear and tear (as determined by Industrious in its reasonable discretion) excepted. Industrious is not responsible for any property or sensitive documents left unattended in an Open Workspace, Meeting Room, or Private Office, and has no obligation to store, safeguard, or preserve any such property. Industrious may, without notice, remove and dispose of any such property remaining in an Industrious Property, whether owned by Member or Member Parties. Member will indemnify Industrious for all expenses, damages, storage costs, and disposal fees caused by Member’s failure to remove such property, and Member and any other owner of the property will have no right to compensation or other claim against Industrious as a result. If Member fails to remove its property from an Open Workspace, Meeting Room, or Private Office, when Member leaves the Location at the end of the day, Industrious may charge Member the full daily rate per person using such Private Office or Meeting Room by or through Member for each day or portion thereof that Member fails to remove its property, in addition to any other rights and remedies Industrious has under this Agreement. Industrious will hold Member's mail and packages for up to thirty (30) days following the termination or expiration of this Agreement, after which Industrious may dispose of any such unclaimed mail and packages without notice or liability to Member.

(i) Parking.

Member acknowledges and agrees that parking at the Location or the building in which the Location is located may be owned, operated, managed, or controlled by the Landlord, a parking operator, or another third party (each, a "Parking Provider"), and not by Industrious. Member and its Authorized Users will comply with all rules, regulations, policies, and procedures established by the applicable Parking Provider, including any separate parking agreements, access requirements, vehicle registration obligations, and posted signage. Industrious has no control over, and assumes no responsibility for, the availability, allocation, assignment, security, condition, or operation of any parking facilities, and makes no representations or warranties regarding the same. Parking fees may be invoiced by Industrious on behalf of the Parking Provider or directly by the Parking Provider to Member or Member's Authorized Users. Where Industrious invoices parking fees on behalf of a Parking Provider, such fees are a pass-through cost, and Member will pay all invoiced parking fees in accordance with Section 4 as if they were License Fees, regardless of whether Member or its Authorized Users actually use the parking facilities during any invoiced period. Where a Parking Provider invoices Member or Member's Authorized Users directly, Member is responsible for ensuring that all such invoices are paid in full and on time; any failure to pay a Parking Provider's invoice will constitute a breach of this Agreement. Member will indemnify and hold harmless each Released Party from and against all claims arising out of or relating to (i) Member's, any Member Party's, or Member's Affiliates' use of parking facilities, (ii) any dispute between Member, any Member Party, or Member's Affiliates and any Parking Provider, or (iii) any failure by Member, any Member Party, or Member's Affiliates to pay parking fees or comply with a Parking Provider's rules or requirements. Industrious is not liable for any loss, damage, theft, vandalism, or personal injury occurring in or relating to any parking facility, regardless of whether Industrious invoices parking fees on behalf of the applicable Parking Provider.

Section 3. Term and Termination of Agreement

(a) Term.

This Agreement governs each booking Member makes for the Services. Each engagement commences when Member books through the On-Demand eCheckout Portal, Member Portal, or Mobile App and terminates automatically at the end of the reserved period. This Agreement remains in effect with respect to Member's use of the Services and will terminate when Member has no active or pending bookings, without prejudice to any provision that by its terms survives termination or expiration. The period during which this Agreement is in effect is referred to as the “Term.”

(b) Termination for Breach.

Industrious may terminate this Agreement, and may revoke or suspend Member's access to any Location and Services, in its sole discretion, effective immediately if Member or any Member Party breaches any provision in this Agreement, fails to pay any fee when due, or violates any of Industrious's rules, policies, or codes of conduct as determined by Industrious in its sole discretion. Each of the following will also constitute a breach of this Agreement entitling Industrious to terminate immediately without notice or opportunity to cure: (a) Member files a voluntary petition in bankruptcy or is the subject of an involuntary petition in bankruptcy that is not dismissed within sixty (60) days of filing; (b) Member becomes insolvent or admits in writing its inability to pay its debts as they become due; (c) Member makes a general assignment for the benefit of creditors; (d) a receiver, trustee, custodian, or similar official is appointed for all or substantially all of Member's assets; (e) Member is dissolved, liquidated, or wound up; or (f) Member takes or suffers any analogous action under any applicable law.

(c) Termination for Convenience.

Industrious may terminate this Agreement, or cancel any booking, immediately in the event that Industrious’s rights in the applicable Location terminate or expire for any reason, or otherwise in Industrious's sole discretion upon notice to Member. If Industrious cancels a confirmed booking under this Section 3(c) for reasons other than Member's breach, Industrious will refund any prepaid License Fee for the cancelled booking as Member's sole and exclusive remedy.

(d) Effect of Termination.

Following termination or expiration of this Agreement for any reason, Member will remain liable for all amounts due or owing as of the effective date of termination or expiration, including all fees for bookings made or used by Member, regardless of when Member stops using any Open Workspace, Meeting Room, Private Office, or Location. All such amounts will be due and payable immediately upon termination. Except as expressly provided in this Agreement, all amounts paid by Member are nonrefundable.

The following provisions will survive termination or expiration of this Agreement for any reason: the Definitions section, this Section 3 (Term and Termination), Section 4 (Fees) (to the extent of accrued payment obligations), Section 5 (Member Obligations), Section 6 (Intellectual Property and Confidentiality), Section 7 (Liability), and Section 8 (General), and all other provisions that by their nature should survive.

(e) Overstay.

If Member or any Member Party continues to use or occupy any Location, including any Open Workspace, Meeting Room, or Private Office, after the end of a reserved period or after the termination or expiration of this Agreement without Industrious's prior written consent, Industrious may charge Member the applicable daily or hourly rate for such continued use, in addition to any other rights and remedies available to Industrious under this Agreement, at law, or in equity. Any such continued use will not constitute a renewal or extension of any booking or of this Agreement, and Industrious's acceptance of any payment will not be construed as consent to continued use or as a waiver of Industrious's rights or remedies. Member will indemnify and hold harmless each Released Party from and against all Claims arising out of or resulting from Member's failure to vacate any Location upon the end of a reserved period or the termination or expiration of this Agreement, including any claims by succeeding members or licensees.

Section 4. Fees

(a) License Fees.

Member will pay all applicable License Fees for the Services selected at the time of booking through the On-Demand eCheckout Portal, Member Portal, or Mobile App. All License Fees are due and payable upon booking. A Day Pass booking may be canceled for a full refund of the applicable License Fee if the cancellation is made before 12:00 a.m. (midnight) on the night before the date of the reservation. A Meeting Room or Private Office booking may be canceled for a full refund of the applicable License Fee if the cancellation is made at least twenty-four (24) hours before the start time of the reservation. Cancellations made after the applicable cutoff time are nonrefundable and noncancellable, except as expressly provided herein. When Industrious receives funds from Member, such funds will be applied first to any past-due balances, oldest to newest, then to any other fees then due and owing.

(b) Other Fees.

Where permitted by applicable law, a Credit Card and Debit Card Surcharge may apply in an amount based on Industrious’s cost to accept and process card transactions. Any such surcharge will be identified when a payment method is added on the billing portal and at checkout. A ten percent (10%) late fee will be charged on any amount not paid when due. Member may also be charged additional fees for declined payments due to insufficient funds, as set forth in fee schedules published or posted by Industrious from time to time. Member acknowledges that all fees are subject to change from time to time at Industrious’s discretion. Any late fees or charges are in addition to any other rights and remedies Industrious may have for Member’s breach of this Agreement.

(c) Additional Products and Services.

Industrious may offer Member products, services, hours, locations, or other offerings beyond the Services Member has selected (“Additional Offerings”). Member may purchase Additional Offerings at rates established by Industrious in its sole discretion. Unless otherwise specified by Industrious in writing, Member’s purchase or use of any Additional Offerings is subject to this Agreement. Industrious may invoice Member for any Additional Offerings purchased or used by Member, and Member agrees to pay all such invoices in accordance with this Section 4. Industrious may introduce, modify, discontinue, or change the pricing of any Additional Offerings at any time without amending this Agreement. The availability of Additional Offerings may vary by Location and is subject to change in Industrious's sole discretion.

(d) Suspension of Services.

Industrious may withhold or suspend any Services and/or access to any Open Workspace, Meeting Room, Private Office, and any Location while there are any outstanding amounts due or Member is otherwise in breach of this Agreement beyond any applicable notice and cure period, in addition to any other rights and remedies Industrious may have. Industrious will not be liable for any business interruption or other damages arising from any suspension or withholding of Services or access under this Section 4(d), subject to Section 7.

(e) Form of Payments.

Payments for License Fees and other fees hereunder may be made by most major credit cards and debit cards. Members may also pay by ACH once they have been onboarded to the Member Portal and Mobile App. Industrious may delegate any invoicing, billing, or collection functions under this Agreement to an Affiliate or third party, and any invoice issued by such entity on behalf of Industrious will be deemed issued by Industrious for all purposes hereunder.

Section 5. Member Obligations.

(a) Sanctions and Trade Compliance.

Member represents and warrants that neither Member, nor any of its owners, officers, employees, or agents has been or will be: (a) designated as a “blocked person” or restricted party under applicable Trade Control Laws or (b) a person or entity described either as a Specially Designated Global Terrorist or a Specially Designated Nationals and Blocked Persons by the Office of Foreign Assets Control ("OFAC") of the U.S. Department of the Treasury, or listed on any restricted party list maintained by the U.S. Department of Commerce Bureau of Industry and Security, the U.S. Department of State, or Global Affairs Canada under the Special Economic Measures Act, the Justice for Victims of Corrupt Foreign Officials Act, and the United Nations Act. The continued accuracy throughout the Term of this Agreement of the foregoing representation and warranty is an ongoing material condition to this Agreement and, accordingly, Member has the obligation during the Term to immediately notify Industrious by written notice if the foregoing representation and warranty should ever become inaccurate. Any breach of the representation and warranty or failure on the part of Member to so update Industrious constitutes a breach of this Agreement.

(b) Anti-Corruption Laws.

Industrious is obligated to comply with all applicable anti-bribery and corruption (“ABAC”) laws, including the Foreign Corrupt Practices Act 1977 and the Corruption of Foreign Public Officials Act. Each party warrants, to the best of its knowledge and belief, that in performing services and/or its obligations under this Agreement, neither it nor its Affiliates has engaged in and will not engage in, whether directly or indirectly, conduct that would breach any applicable ABAC laws; and specifically has not and will not, directly or indirectly (i) offer, pay, give, promise, accept, or authorize the payment of any money, gift, advantage, or other thing of value (whether monetary or not) to any person, commercial party, company, or Government Official in order to (a) reward or influence them to act, decide to or omit to act in a particular way in violation of their duty or (b) improperly secure business or an advantage in the course of business; and (ii) prepare, approve, or execute any contract, agreement, or other document or instrument, or make any record of any kind, that it knows or has reason to know, is false, inaccurate, or incomplete. The continued accuracy throughout the Term of this Agreement of the foregoing representation and warranty is an ongoing material condition to this Agreement and, accordingly, Member has the obligation during the Term to immediately notify Industrious by written notice if the foregoing representation and warranty should ever become false or inaccurate. Any breach of the representation and warranty, or failure on the part of Member to so update Industrious, constitutes a breach of this Agreement subject to immediate termination in accordance with Section 3(b) of this Agreement.

(c) Member Due Diligence.

Industrious may from time to time request that Member provide documentation and information reasonably required for Industrious's compliance with applicable "know your customer," anti-money laundering, customer due diligence, mail-handling, beneficial ownership, sanctions, and similar laws and regulations, including OFAC regulations and Canadian sanctions regulations under the Special Economic Measures Act and the Justice for Victims of Corrupt Foreign Officials Act. Member will deliver all requested documentation and information within ten (10) business days of such request, or such shorter period as Industrious reasonably determines is necessary to comply with applicable law. Member will promptly notify Industrious in writing of any change in Member's beneficial ownership or control, legal name, jurisdiction of organization, or organizational structure, or any event that would cause any representation or warranty made by Member under Section 5(a) to become false or inaccurate. If Member fails to deliver requested documentation within the applicable time period, Industrious may suspend Member's access to the Location, and any or all Services until Industrious is satisfied, in its reasonable discretion, that all applicable requirements have been met, and no such suspension will relieve Member of its obligation to pay License Fees or any other amounts due under this Agreement. Without limiting Industrious's rights under Section 3(b), each of the following will constitute a breach of this Agreement subject to the termination provisions set forth in Section 3(b): (i) Member fails to deliver requested documentation within five (5) business days following a second written request from Industrious (which may not be sent until the initial ten (10) business day period has expired); (ii) any documentation or information delivered by Member is false, materially inaccurate or incomplete and Member fails to correct within five (5) business days of written notice from Industrious; or (iii) Industrious reasonably determines that Member, any of Member's beneficial owners, any Member Party, or any of Member's Affiliates is or has become a person or entity subject to sanctions under applicable law, or that Member's use of the Location or Services would violate applicable sanctions, anti-money laundering, or anti-corruption laws.

(d) Background Checks; Onboarding.

Industrious reserves the right to conduct basic criminal background checks on Member and any or all of Member Parties who will be granted access to any Location, and Member agrees to use good faith efforts to assist Industrious with the same, at no cost to Member. After-hours access may only be granted to those persons who pass such background check to Industrious's sole and absolute satisfaction. Member agrees to fully cooperate with the onboarding process for Industrious and represents and warrants that all information provided in connection therewith will be true, accurate and complete.

(e) Security.

Member is responsible for the safety and security of all property brought into any Open Workspace, Meeting Room, Private Office, Location, or building by Member or Member Parties. Industrious is not liable for any loss, injury, liability, damage, or theft to any property of Member or Member Parties, except to the extent caused by Industrious’s gross negligence or willful misconduct. All keys, key cards, key fobs, and other access items remain the property of Industrious, Landlord, or their respective Affiliates. Neither Member nor any Member Parties may enter any other office space in any Location. Member must safeguard the Location’s and Industrious’s property and will be liable for all costs and expenses if such property is lost or damaged due to acts or omissions by Member or Member Parties. Member will not allow, and will instruct Member Parties not to allow, any unknown party to enter any Open Workspace, Meeting Room, Private Office, or Location, and doing so may result in termination of this Agreement. Member remains responsible for all persons that Member or Member Parties allow or invite to enter any Open Workspace, Meeting Room, Private Office, or Location. Industrious will not be liable for personal injury or property damage arising from any error in admitting any person to, or excluding any person from, any Industrious Property. Member assumes responsibility for protecting itself, Member Parties, and their property from third-party acts, and assumes the risk that any safety or security devices, services, or programs provided by Industrious may not be effective, may malfunction, or may be circumvented by an unauthorized third party. Member must cooperate in any reasonable safety or security program developed by Industrious or required by law.

(f) Rules and Policies.

Additional rules may be set forth in the Member Handbook. Member agrees to abide by all rules and policies as determined by Industrious from time to time, whether communicated to Member verbally, by email, other written notice or public posting. Without limiting the foregoing, Industrious may require Member, Member's Affiliates, and each of the Member Parties who will be granted access to such Location to agree to and sign Industrious’s Anti-Harassment Policy prior to using any Open Workspace, Meeting Room, Private Office or Services.

(g) Prohibited Conduct.

In addition to any other applicable rules and policies issued by Industrious, Member agrees to the following terms and conditions:

(i) No Assignment or Sublicense. Member may not sell, lease, license, distribute or grant any right or interest in any Open Workspace, Meeting Room, Private Office or any of the Services to any third party. Further, Member may not assign this Agreement in whole or in part, or otherwise transfer, sublicense or delegate any of Member’s rights or obligations under this Agreement, to any third party without the prior written consent of Industrious. Any merger, consolidation, change of control, or other form of restructuring of Member shall be deemed an assignment for purposes of this Section.
(ii) No Alterations. Member may not alter any Open Workspace, Meeting Room, Private Office or Location in any manner or attach or affix any items to the walls, floors or windows, without the prior written consent of Industrious.
(iii) No Unapproved Items. Member may not store any of its property or materials in any area of any Location. Member may not bring any additional furniture, furnishings or decorations into any Open Workspace, Meeting Room, or Private Office or install any satellite or microwave antennas, dishes, cabling or telecommunications lines in any Open Workspace, Meeting Room, or Private Office without the prior written consent of Industrious in its sole discretion. Member acknowledges that carts, dollies and other freight items may not be used in the passenger elevator except by appointment made with Industrious, at Industrious’s sole discretion.
(iv) Business Use Only. Member and Member Parties will use such Open Workspace, Meeting Room, or Private Office solely as general office space in the conduct of Member’s business and for no other use whatsoever. Use of such Open Workspace, Meeting Room, or Private Office for retail, medical or other types of business involving frequent visits by members of the public, manufacturing, or for any other use prohibited by the Member Handbook is not permitted. Regular use of any Location is limited to Authorized Users and other persons subject to background checks as set forth in this Agreement.
(v) No Illegal Activities. Member may not use any Locations, any Services, or any Industrious computer systems or networks to conduct or pursue any illegal activities, including but not limited to, downloading, distributing or viewing any illegal content, engaging in any activity in violation of applicable Trade Control Laws, and/or illegally downloading any copyrighted content, or any other activity that violates any intellectual property rights, and any such conduct using any Location’s or Industrious’s systems or networks may result in immediate termination of this Agreement.
(vi) No Offensive Behavior. Member may not conduct any activity in any Industrious Property that is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise generally regarded as offensive to other persons, including but not limited to, involvement in hate groups or activities involving pornographic or sexually explicit materials or obscenities, whether written, oral, or in any form or medium. Member will refrain from any activities that may be disruptive, a nuisance or an annoyance, including but not limited to, acts of disorderly nature or excessive noise. Member may not conduct any activity which may be hazardous to other persons in the building. Industrious may determine at its sole discretion what activities may be deemed offensive, disruptive or hazardous.
(vii) No Malware, Spamming. Member may not upload any files that Member knows to contain, or suspects may contain viruses, Trojan Horses, worms, time bombs, corrupted files, or any other malicious code, whether known or unknown that may damage or disrupt Industrious’s or any other person’s computer systems or networks. Member will take precautions to prevent the spread of viruses, including but not limited to, using up-to-date anti-virus software, enacting policies to avoid opening suspicious emails, and avoiding suspicious websites. Spamming other members or any other persons is strictly prohibited, and any such conduct using any Location’s or Industrious’s systems or networks may result in immediate termination of this Agreement.

(h) Data and Privacy.

Member agrees to the Online Terms and Privacy Policy, which are incorporated into this Agreement by reference and subject to change from time to time. Industrious collects personal information of Member and Authorized Users (including names, contact details, identification documents, access credential usage, surveillance footage, and payment information) for the purposes of providing and administering the Services, managing access and security at Locations, complying with its legal obligations, and for such other purposes as are disclosed in the Privacy Policy. Member represents and warrants that it has obtained the necessary authorizations and consents for any personal information that Member or its Authorized Users process through the Services, which include without limitation the Software.

(i) Complaints.

Member agrees that all issues and complaints relating to the Location or other members will be directed solely to Industrious. Member will have no direct access to or communication with the Landlord (if other than Industrious), and Member agrees not to send any complaints or demands to the Landlord directly.

(j) Cross Defaults.

Member agrees and acknowledges that if Member is in default on any agreement or understanding with an Affiliate of Industrious, then Member will be deemed to be in default of this Agreement.

Section 6. Intellectual Property and Confidentiality

(a) Trademarks.

Member may not use Industrious's name, logo, trademarks, service marks or domain names (collectively, the “Industrious Marks") in any way in connection with Member’s business, without the express written consent of Industrious. Member will not use, register, or attempt to register any trademarks or domain names that are confusingly similar to the Industrious Marks, nor use the Industrious Marks in any manner that would indicate that Member has any rights thereto. If consent to use the Industrious Marks is granted as set forth above, Industrious reserves the right to revoke Member’s rights to use the Industrious Marks at any time in Industrious’s sole discretion.

(b) Publicity.

Member may not use photos or illustrations of any Locations, or any of the Industrious Marks, in any of Member’s marketing materials or in any other manner without the express written consent of Industrious. Further, no press release, advertising, sales literature or other publicity statements relating to the existence or substance of this Agreement or the relationship of the parties may be made by Member without the prior written approval of Industrious. Member grants Industrious and its Affiliates the right to use Member’s trade name(s), logos and/or trademarks in Industrious’s marketing, promotional, investment, and internal materials; provided that Member may restrict such use by written notice to Industrious (which may be delivered by email to legal@industriousoffice.com with a copy to the Member Experience Manager at Member’s home Location).

(c) Member Directory.

Industrious may place Member’s name and contact information in a directory of Industrious members; provided that Member may "opt-out" of such listing at any time by contacting the Member Experience Manager of Member’s home Location.

(d) Photo and Video Shoots.

Industrious or its Affiliates may conduct promotional photography or video recording (“Shoots”) at Locations from time to time. Industrious will post signage in any area where a Shoot is taking place. Member is responsible for letting Member Parties know that Shoots may occur and that anyone entering a signage-posted area may be photographed or recorded for promotional purposes.

(e) Monitoring and Surveillance.

Member agrees that Industrious and its Affiliates may, but have no obligation to, monitor and record activity at Locations through various means, including video surveillance in common areas, access credential usage, WiFi and network usage and other systems that track entry, exit, and movement within Locations. Such monitoring may be conducted for security, operational, and administrative purposes. Member is responsible for informing Member Parties of such monitoring practices. All such monitoring shall be conducted in accordance with applicable law and Industrious’s Privacy Policy.

(f) Confidential Information.

Member may receive confidential information about Industrious or other members, including information about business operations, business and marketing plans, pricing, technology, finances, and methods (collectively, “Confidential Information”). Member agrees to hold all Confidential Information, whether belonging to Industrious or its other members, in strict confidence and to take all reasonable precautions to protect it. All terms and conditions of this Agreement, including pricing-related information, are Confidential Information. Member acknowledges that any disclosure or unauthorized use of Industrious’s Confidential Information will constitute a material breach of this Agreement and cause substantial harm to Industrious for which damages would not be a fully adequate remedy. In the event of any such breach, Industrious will have, in addition to any other available rights and remedies, the right to injunctive relief without being required to post any bond or security. If an employee or agent of Industrious becomes aware of any Confidential Information of Member, Industrious agrees to cause such employee or agent to hold such Confidential Information in strict confidence and to take all reasonable precautions to protect it, except for any disclosure as required by law or court order, any governmental authority or in connection with a breach of this Agreement by Member.

Section 7. Liability

(a) Waiver of Claims.

Member is solely responsible for maintaining the insurance coverage required under this Agreement. To the maximum extent permitted by applicable law, Member will look solely to such insurance for any claims, damages, costs, expenses, liabilities, and rights it may have in connection with Released Claims (as defined below), except to the extent any Released Claim arises or results directly from the gross negligence or willful misconduct of a Released Party.

To the maximum extent permitted by applicable law, Member, on behalf of itself and each Member Party, knowingly and voluntarily waives, releases, discharges, and assumes the risk of all claims, actions, damages, costs, expenses, liabilities, and rights (collectively, “Released Claims”) against each applicable Industrious entity (including the contracting Industrious entity that operates or manages Member’s selected home Location and each Industrious Location Affiliate), Landlord, their respective Affiliates, and each of their respective past, present, and future principals, members, assignees, managers, directors, officers, employees, agents, successors, and assigns (each a “Released Party” and collectively, “Released Parties”) arising from or resulting from: (i) any injury or damage to, or destruction, theft, or loss of, any tangible or intangible property located in or about any Open Workspaces, Meeting Rooms, Private Offices, Locations, or the buildings in which such Locations are located, (ii) any personal injury, bodily injury, or property damage occurring in or at any Open Workspaces, Meeting Rooms, Private Offices, Locations, or the buildings in which such Locations are located, (iii) the wrongful or unauthorized access, use, disclosure, or misappropriation of any data or information, (iv) any loss of use or interruption of Member’s business or any interruption or stoppage of any Service, or (v) any acts or omissions of other members, guests, invitees, or other third parties present at any Location, including any criminal acts, criminal trespass, theft, or violence by third parties, in each case, except to the extent directly arising from or resulting from the gross negligence or willful misconduct of a Released Party. The foregoing waiver and release includes harm caused by the physical condition of the Open Workspaces, Meeting Rooms, Private Offices, Locations, or the buildings in which such Locations are located, the actions or omissions of other members or third parties, and any incidents involving criminal acts.

(b) Disclaimer of Warranties.

Industrious expressly disclaims and excludes all warranties, whether express, implied, or statutory, with respect to any Open Workspace, Meeting Room, Private Office, Location, building in which such Locations are located, Software, and Services provided by or on behalf of Industrious, including any warranty of merchantability, fitness for a particular purpose, non-infringement, habitability, quiet enjoyment, or any warranties arising from course of performance, course of dealing, or usage of trade. Industrious makes no representations or warranties regarding the quality, reliability, timeliness, security, or safety of any Industrious Property, Software, or Services provided by or on behalf of Industrious, or that any Services or Software will be uninterrupted or error free. Industrious further makes no representations or warranties with respect to any services, systems, or infrastructure provided by third parties, and Industrious has no liability for any failure, interruption, or deficiency in such third-party services. Industrious Properties and Services provided by Industrious are provided “as is” and “with all faults,” on a first-come, first-served basis without any guarantee of availability on a certain date or in a certain Location.

(c) Exculpation.

Member agrees that Member is entering into this Agreement with the specific Industrious subsidiary entity that operates or manages Member's selected home Location and not with any parent company or other Affiliate of such entity. Member shall have no recourse and shall not have the right to make any claim against any entity other than such contracting subsidiary entity and the applicable Industrious Location Affiliate (but only to the extent such claim relates to Member’s use of an Industrious Location Affiliate’s Location and is not a Released Claim). Industrious Affiliates (including any parent entities), and each of their beneficiaries, directors, employees, members, officers, partners, agents, principals, shareholders, and trustees are each an “Exculpated Party,” and collectively “Exculpated Parties,” with respect to any obligations arising or related in any way to this Agreement. Industrious’s assets shall specifically exclude the assets of the Exculpated Parties. Member further agrees that this exculpation is an essential and material term of the Agreement and that Industrious would not have entered this Agreement without this exculpation agreement.

(d) Limitation of Liability.

The aggregate monetary liability of Released Parties to Member and Member Parties for any reason and for all causes of action, whether in contract, tort, or otherwise, not otherwise waived above, will not exceed the total fees paid by Member to Industrious under this Agreement during the twelve (12) month period before the cause of action accrued. Notwithstanding anything in this Agreement to the contrary, no Released Party will be liable for any claim or cause of action, whether in contract, tort, or otherwise, for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits or business interruption, even if Industrious has been advised of such damages. Member acknowledges that Industrious’s obligations under this Agreement are consideration for the foregoing limitations of liability. The limitations, waivers, disclaimers, and exclusions in this Agreement apply to the maximum extent allowed by law, even if a remedy fails its essential purpose.

(e) Limitation of Actions.

To the extent not otherwise waived as set forth above, unless otherwise prohibited by applicable state or federal law, Member must commence any action, suit or proceeding against any Released Parties, whether in contract, tort, or otherwise, within one (1) year of the cause of action’s accrual and Member, on its own behalf and on behalf of the Member Parties, hereby waives any claims not brought within such time period.

(f) Indemnification.

Member will indemnify, defend, and hold harmless each Released Party from and against all actual claims, actions, proceedings, damages, liabilities, costs, and expenses, whether known or unknown, including reasonable attorneys’ fees (collectively, “Claims”), to the extent arising out of or resulting from: (i) any breach of this Agreement by Member, any Member Parties, or Member's Affiliates; (ii) any actions, errors, omissions, negligence, willful misconduct, or fraud of Member, any Member Parties, or Member's Affiliates; (iii) any damage to any Industrious Property, exceeding ordinary wear and tear (as determined by Industrious in its reasonable discretion), caused by Member, any Member Parties, or Member's Affiliates, including the cost of repairs and Industrious's reasonable administrative and coordination costs incurred in connection therewith; (iv) the installation, access, or use of any Software or Services by Member, any Member Parties, or Member's Affiliates, including any wrongful access, use, or disclosure of any data or information processed, stored, or transmitted through the Services or Software; or (v) any claims arising from photographs or recordings taken in areas of a Location where Industrious has posted signage indicating that a Shoot is taking place.

If any such Claim is brought against any of the Released Parties, Member will defend the Claim at Member’s expense, upon written notice from Industrious, using counsel approved by Industrious in writing, such approval not to be unreasonably withheld. Member shall not settle any Claim without the prior written consent of Industrious. Industrious may withhold consent where the proposed settlement requires any Released Party to admit wrongdoing or liability or does not include a full release of all Released Parties.

(g) Insurance Requirements.

Member, at its expense, will maintain at all times during the Term reasonable and customary insurance policies for the size and scope of Member’s business. Upon request from Industrious, Member will promptly provide proof of such insurance. Further, Member, on its own behalf and on behalf of its employees, agents and invitees, hereby releases the Released Parties from any liability for, and waives all rights of recovery against them on account of, any and all claims it may have against them, and shall cause its insurance company to waive all such claims by way of subrogation or otherwise. If Member fails to maintain any insurance required hereunder, Industrious's failure to take any action regarding such breach, including but not limited to, requesting or requiring proof of the existence of any such insurance at any time, and/or providing notice to Member of any such non-compliance, will not be considered or construed in any manner as a waiver of any rights of Industrious for such breach, nor will such failure of Member to carry any such insurance or such failure of Industrious to take any action with regard to such breach impose any obligation or liability on Industrious in any manner. If Member fails to carry any required insurance and a Claim occurs that would otherwise be covered by Member’s insurance, Industrious, without imposing any liability on Industrious or waiving any rights Industrious has with regard to Member's breach, may, but will not be obligated to, make a claim under any insurance policy carried by Industrious to cover such Claim, in which event Member will be liable to Industrious for all costs and expenses of Industrious to cover such Claim, including, but not limited to, the applicable deductible and a reasonable portion of the premium as determined by Industrious. Industrious, at its expense, will maintain during the Term the insurance required to be carried by Industrious under the applicable Lease for each Location used by Member.

(h) Non-Solicitation.

Except to the extent prohibited by applicable law, Member will not, during the Term of this Agreement, solicit the employment of any employee of Industrious with whom Member had material contact prior to or during the Term. Member acknowledges that a breach of this provision would cause irreparable harm for which monetary damages would be inadequate and agrees that Industrious shall be entitled to seek injunctive relief, in addition to any other remedies available at law or in equity, without the necessity of posting a bond. Member further acknowledges that the restrictions set forth herein are reasonable and necessary to protect Industrious's legitimate business interests. Notwithstanding the foregoing, nothing in this paragraph shall restrict or preclude Member from (i) hiring any person who responds to a general solicitation of employment through an advertisement not targeted specifically at Industrious or its employees or (ii) hiring any person who independently contacts Member seeking employment without solicitation by Member.

Section 8. General

(a) Representations and Warranties of the Member.

Member represents and warrants to Industrious that:

(i) it has the full right, corporate power (if applicable), and authority to enter into this Agreement and to perform its obligations hereunder;
(ii) the execution of this Agreement by the individual whose signature is set forth on this Agreement (and, without limitation, the Agreement portion executed online), and the delivery of this Agreement by Member, have been duly authorized by all necessary (corporate, if applicable) action on the part of Member;
(iii) the execution, delivery, and performance of this Agreement by Member will not violate, conflict with, require consent under, or result in any breach or default under (A) any of Member’s organizational documents (if applicable), (B) any applicable law, or (C) any of the provisions of any contract or agreement to which it is a party or to which any of its material assets are bound; and
(iv) it is engaged in bona fide, lawful business activity and that its use of any Location and the Services is for legitimate business purposes.

(b) Breach of Agreement.

If Member breaches this Agreement, Industrious will have all rights and remedies available under this Agreement, at law, and in equity, subject to Section 8(e). Industrious may recover all court costs and reasonable attorneys’ fees incurred in pursuing such remedies, whether or not legal action is filed. All such rights and remedies are cumulative and non-exclusive.

(c) Entire Agreement.

This Agreement, including all schedules and attachments incorporated by reference (including the membership sign-up form), sets forth the parties’ entire understanding relating to its subject matter, and supersedes all other written or oral understandings. This Agreement also includes all policies, procedures, and requirements published by Industrious from time to time, and Member agrees to comply with them. Except as otherwise provided in this Agreement, this Agreement may be amended only in a writing executed by both parties.

(d) Subordination.

Notwithstanding anything herein to the contrary, this Agreement is at all times subject and subordinate to each Lease with each Landlord at any Locations used by Member pursuant to this Agreement and to any other agreements to which each such Lease is subject or subordinate. Member acknowledges that Member has no rights under any Lease and that nothing in this Agreement creates any relationship of landlord and tenant or other occupancy right in connection with any Location at which the Member may access under this Agreement from time to time.

(e) Dispute Resolution, Binding Arbitration, and Class Action Waiver.

(i) Informal Resolution. Prior to initiating any arbitration or legal proceeding, Member must first contact Industrious support to allow Industrious the opportunity to resolve Member’s concern. If Industrious support is unable to resolve the issue, Member must submit an individualized written notice of dispute (“Notice of Dispute”) to legal@industriousoffice.com that includes: (a) Member’s name, phone number, and account email address; (b) a description of the dispute; (c) the specific amount claimed and the basis for its calculation; and (d) the relief sought. A Notice of Dispute that does not include all required information will not be considered complete, and the Informal Resolution Period will not begin until a complete Notice of Dispute is received. Upon receipt of a complete Notice of Dispute, Industrious will have sixty (60) days to investigate and respond (the “Informal Resolution Period”). If either party requests a settlement conference during the Informal Resolution Period, both parties must cooperate in good faith to schedule such conference by phone or videoconference, with each party participating personally and with the right to have counsel present. Any applicable limitation period shall be tolled from the date a complete Notice of Dispute is received through the expiration of the Informal Resolution Period, to the extent permitted by applicable law. The parties may mutually agree in writing to extend the Informal Resolution Period, and any applicable limitation periods shall remain tolled for any such additional period, to the extent permitted by applicable law. No arbitration demand may be filed until the Informal Resolution Period has expired.
(ii) Binding Arbitration. Except as set forth in Section 8(e)(iii) below, Member and Industrious agree to resolve any dispute, claim, or controversy arising out of or relating to this Agreement, any prior version of this Agreement, any Industrious Property, or Member's use of any Services - including disputes that arose before the effective date of this Agreement - through final and binding individual arbitration, rather than in court. The parties shall keep confidential the existence, content, and outcome of any arbitration, except as necessary to enforce or challenge an award, or as required by applicable law. Member and Industrious each waive the right to a jury trial with respect to any such dispute. The arbitration shall be administered by the American Arbitration Association ("AAA") in accordance with its then-current Commercial Arbitration Rules, by a single neutral arbitrator with experience in commercial disputes of the type at issue. The arbitration shall be conducted in English and shall be conducted remotely by videoconference or telephone, unless the parties mutually agree in writing to an in-person hearing, in which case such hearing shall be held in New York County, New York. The arbitrator shall have authority to award any relief available in an individual action at law or in equity, provided that the arbitrator may award relief only in favor of the individual claimant and only to the extent necessary to provide relief warranted by that claimant's individual claim. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. Industrious may be served with any arbitration demand by certified mail to: Industrious National Management Company LLC, Attention: Legal Department, 215 Park Avenue South, 12th Floor, New York, NY 10003. If the AAA is unable or unwilling to administer the arbitration in accordance with this Section, the arbitration shall be administered by JAMS under its then-current comprehensive arbitration rules, or by such other arbitration provider as the parties may mutually agree upon in writing.
(iii) Exceptions. Either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction located in New York County, New York (or Toronto, Ontario for Members located in Canada), to the extent necessary to prevent irreparable harm pending the resolution of an arbitration proceeding, without waiving the right to arbitrate the underlying claim. Member and Industrious each waive the right to a jury trial with respect to any claim brought pursuant to this Section 8(e)(iii).
(iv) Class Action Waiver. Member agrees that any dispute shall be resolved solely on an individual basis and not on a class, collective, consolidated, or representative basis. Member waives any right to bring or participate in any class, collective, or representative action against Industrious. The arbitrator shall have no authority to consolidate claims or to award relief to any person or entity other than the individual claimant. If a court of competent jurisdiction determines that this class action waiver is unenforceable as to a particular claim or request for relief, that claim or request for relief shall be severed and may proceed in court, but only after the arbitrator has issued an award on all remaining arbitrable claims.
(v) Arbitration Fees. Each party shall bear its own costs and attorneys' fees in connection with any arbitration, provided that either party may recover fees and costs to the extent permitted by applicable law or the applicable arbitration rules. If the arbitrator determines that an arbitration demand was filed in bad faith, for an improper purpose, or was entirely frivolous, the arbitrator may award costs, arbitration fees, and attorneys' fees to the defending party.

(f) Governing Law; Venue.

This Agreement is governed by the laws of New York, without giving effect to any conflict of law principle that would result in the application of the laws of any other jurisdiction; provided that, for Members located in Canada, this Agreement is governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. Any dispute between Member and Industrious that is not subject to arbitration pursuant to Section 8(e) shall be litigated exclusively in the state or federal courts located in New York County, New York (or, for Members located in Canada, the courts of competent jurisdiction located in Toronto, Ontario). Member expressly consents to the exclusive personal jurisdiction and venue of such courts and irrevocably waives any objection based on forum non conveniens, improper venue, or lack of personal jurisdiction, unless mandatory provisions of applicable law prescribe otherwise.

(g) Waivers.

Neither party will waive any rights or remedies under this Agreement by any act or omission unless the waiver is in writing and signed by the waiving party, and then only to the extent stated in the writing. No delay or omission in exercising any right or remedy will operate as a waiver. A waiver of any covenant or condition will not waive any later breach of the same covenant or condition, and a party’s consent or approval to any act will not eliminate the need for future consent or approval of any similar act.

(h) Relationship of the Parties.

The parties are independent contractors and will not be considered agents, employees, servants, joint venturers, or partners of one another. Neither party has authority to bind the other party except as expressly set forth in this Agreement, and neither party will represent otherwise. Industrious is not responsible for any fee or expense incurred by Member in connection with either party’s performance of this Agreement, or the provision or use of the Services.

(i) Successors and Assigns.

Industrious shall have the right to transfer or assign its rights in this Agreement to Landlord (or Landlord’s tenant, manager, or other designee), and any successor in interest to Industrious’s rights in the Location. In the event of any such transfer or assignment, or any other transfer of Industrious’s interest in any Location, Industrious will automatically be relieved of any and all respective obligations accruing from and after the date of such transfer or assignment with respect to such Locations. Following any such transfer or assignment, all rights, obligations and interests of Industrious under this Agreement will apply to, inure to the benefit of, and be binding on any such successors and assigns of Industrious with respect to such Location.

(j) No Third-Party Beneficiaries.

Except for third parties entitled to indemnity under this Agreement or third parties whose liability is specifically limited pursuant to the terms of this Agreement, the parties to this Agreement do not intend to confer any right or remedy on any third party.

(k) Force Majeure.

Neither party will be liable for or be considered in default or breach of this Agreement due to, any delay or failure to perform caused by events beyond that party’s reasonable control (each, a “Force Majeure Event”). Force Majeure Events include natural disasters; epidemics, pandemics, or public health emergencies, including any governmental or regulatory response; war, invasion, hostilities, terrorist attack, or civil unrest; governmental action or inaction, including changes in applicable law or regulation; labor disputes, strikes, or work stoppages; power outages, internet or telecommunications failures, or cyberattacks; embargoes, trade restrictions, or supply chain disruptions; or any similar event beyond the affected party’s reasonable control. The affected party must promptly notify the other party in writing upon becoming aware of the Force Majeure Event and its expected duration, use commercially reasonable efforts to mitigate the effects and promptly resume full performance, and keep the other party reasonably informed of the status of the Force Majeure Event and its efforts to resume performance. Notwithstanding the foregoing or anything to the contrary in this Agreement, Member’s obligation to pay all sums due to Industrious, including the License Fees, remains unaffected by any Force Majeure Event or any other cause or condition beyond either party’s reasonable control, and no Force Majeure Event will excuse or defer any such payment obligation.

(l) Severability.

If a provision of this Agreement is determined to be unenforceable in any respect, the enforceability of the provision in any other respect and of the remaining provisions of this Agreement will not be impaired.

(m) Notices.

Unless expressly specified otherwise herein, all notices, requests, demands and other communications to be delivered hereunder will be in writing and delivered in person, by nationally recognized overnight carrier, or by registered or certified mail, return-receipt requested and postage prepaid, to the following addresses: if to Industrious, to: Industrious, Attention: Legal Department, 215 Park Avenue South, 12th Floor, New York, NY 10003, with a required copy by email to legal@industriousoffice.com; and if to Member: to the mailing address or email address provided by Member upon execution of this Agreement. All notices will be deemed effective as of the date of confirmed delivery or refusal of receipt. Delivery of notices by email hereunder will be deemed effective upon transmission. Member agrees to accept and review community-wide emails sent by Industrious to all members from time to time, which may serve as notice of changes to Services, fees, or other updates.

(n) Accord and Satisfaction.

No payment by Member or receipt by Industrious of a lesser amount than required hereunder will be deemed to be other than on account of the earliest amounts due hereunder, nor will any endorsement or statement on any check or any letter accompanying any check or payment be deemed an accord and satisfaction and Industrious may accept such check or payment without prejudice to its rights to recover the balance of such amounts or pursue any other rights and remedies it has under this Agreement.

(o) Electronic Signatures.

This Agreement may be executed by manual or electronic signature. Each party agrees that electronic signatures, including signatures on the Agreement executed online, authenticate this Agreement and have the same force and effect as manual signatures.

(p) Modification of Terms.

Notwithstanding any other provision in this Agreement, Industrious may from time to time update the terms of this Agreement by providing at least thirty (30) days’ notice to Member; provided that such updates shall not materially interfere with Member’s rights under this Agreement or impose any additional material obligations on Member. Member acknowledges that Member’s continued use of such Open Workspace, Meeting Room, Private Office and/or Services beyond such thirty (30)-day period will constitute acceptance of such updated terms. Member acknowledges that Industrious may serve notice of any changes to Services, fees or other updates through community-wide emails sent out to all members or through notices posted at the Location, and Member agrees to accept and review such community-wide notices.