Legal Agreement: Terms of Service

1.  Late Payment Penalty. Any membership dues received on the 5th day after the due date, or thereafter, shall be assessed in the amount of $25.00. If payment is not made by the 15th day after the due date, membership rights will be discontinued.

2.   Damages. Any damage to property and/or equipment caused by the Member, beyond that arising from normal wear, must be paid for by the Member in addition to the above regular charges.

3.  Code of Conduct. The Member hereby agrees to abide by the rules outlined in The Paper Clinic’s Handbook & Code of Conduct, which are incorporated by reference as if set forth herein in full. In the event the member violates any such provisions, rules or regulations, The Paper Clinic reserves the right to terminate this agreement and deny access to the member from the office space and associated privileges in every way; however, the Member is subject to all obligations of his or her office dues unless and until The Paper Clinic relieves him of those obligations prior to the office membership termination date.

4.  Assignment & Termination. The Member may not assign this agreement or his/her rights hereunder except by the approval and written consent of The Paper Clinic. Both Member and The Paper Clinic may terminate this agreement by written notice at least 3 business days prior to next billing cycle.

5. The Paper Clinic’s Obligations. The Paper Clinic must:
• Establish and maintain mechanisms which support open communication within the collaborative office space;
• Promote and support training and educational activities relating to business development;
• Consider all requests relating to the operations of the Paper Clinic that are made by Members;
• Provide amenities (printer, postage subscription, 24/7 building access*, refreshments, internet, cleaning*) rights, and services (including delegated resources) to the Member in accordance with The Paper Clinic;
• Not disclose to any person (except as legally required to do so) any confidential information which the Member provides to The Paper Clinic;

6. Member’s Obligations. The Member must:
• Promptly pay all fees and charges due to The Paper Clinic in accordance with the Fee Schedule;
• Not provide any information The Paper Clinic which is false or misleading.
• Comply with this agreement and all other memos dispersed by The Paper Clinic.

7. Upgrades and Right of Refusal. The Member can at any time request to move or add offices/memberships to their contract.
• If Member wishes to switch to an office space at equal or greater value and/or add additional space to their membership, Member need only give 15 days written notice of the request. Once approved by the management team, Member can facilitate their move immediately if the space is readily available. If switching to greater value of membership, Member must pay the difference in security deposit for the office space and $40 for the set-up/administrative fee. If adding additional space to their membership, member need only pay 50% of the security deposit amounts specified above for the additional spaces; member must also pay the set-up/administrative fee for each additional space.
• If Member wishes to move to an office space that is less in value and is or is coming available, Member must give at least 30 days written notice. Once approved, The Paper Clinic can facilitate their move immediately (if space is available) ensuring move is complete before next billing cycle. Set-up/administrative fee will be deducted from the original security deposit.
• In either case above, change in membership will not be reflected until the next billing statement.

8. Liability. To the extent permitted by law, The Paper Clinic is excluded from all liability to the Member arising out of or in connection with this Membership Contract. This exclusion applies, without limitation, to all liability in contract or tort and as it relates to the following matters:
• Personal injury, including sickness and death;
• Loss of, or damage to, tangible property (including both the property of the Member and third-party property);
• An intentional infringement of intellectual property rights (other than any passing off, infringement of patent or trade secret, or legal proceedings or enforcement proceedings in the United States and/or Canada in respect to the infringement of intellectual property rights);
• A breach of confidentiality or privacy;
• To the extent caused or contributed to by any act or omission of the Company or the Special Committee and their employees, agents, and contractors.

9. Indemnity. The Member indemnifies The Paper Clinic against the full amount of all expenses, losses, damages, and costs that The Paper Clinic may incur as a result, whether directly or indirectly, of any breach of this agreement by the Member, his/her employees, contractors, or agents. In the event it shall become necessary for The Paper Clinic to commence legal action to enforce this agreement, the member agrees to pay The Paper Clinic any and all reasonable attorney’s fees and costs in connection therewith.