It is understood by Client that
use of office and conference room time are on a first-come, first-served reservation
basis, and YOUR OFFICE does not guarantee the availability of office and conference
room time. Any conference room time allowance listed below not utilized in one
month may not be carried forward for use in succeeding months. Additionally,
reservations not cancelled 24 hours prior to usage will be charged to Client or against
Client's allowance.
It is understood by Client that if a mailbox is utilized and
if the amount of mail parcels consistently exceeds the capacity of Client's mailbox,
client will be upgraded to a larger mailbox and the monthly fee for mail service shall
be adjusted to the then current rate for the larger mailbox.
3.
It is specifically understood by Client that the use of the YOUR OFFICE business
address shall be only for the purpose of a business address. In addition, Client
understands that in the event Client terminates the use of this address, it will be
Client's responsibility to notify all parties of its termination of the use of the
address. All address and forwarding charges will remain in effect so long as mail
continues to arrive at this address. In the event that any or all charges are not
kept current, it is understood that YOUR OFFICE will terminate Client's right to use
this address and that all mail will be returned to sender.
4.
In addition, YOUR OFFICE agrees to make available those additional services, and at
those rates, published in the Administrative/Office Service Price List. Prices for
additional services are subject to change without notice.
5.
YOUR OFFICE shall not be liable for any damage for failure to furnish such services
as specified above, nor shall YOUR OFFICE be liable for any damage or for
consequential damages of any type, nor shall YOUR OFFICE be liable under any
circumstances for loss or injury to persons or property, however occurring, through or
in connection with or incidental to the furnishing of any of the foregoing or any other
service. The Parties acknowledge that due to the imperfect nature of both oral and
written communication, YOUR OFFICE shall not be responsible for damages which may
result from the failure of YOUR OFFICE to furnish any utility or service, including
but not limited to the service of conveying messages, communications and other services
required under this Agreement or agreed to by YOUR OFFICE.
Your
sole remedy and YOUR OFFICE’s sole obligation for any failure to render
any service is limited to an adjustment to your bill in an amount equal to the
charge for such service for the prorated period
during which the failure, delay or interruption occurred.
In no event shall the damages for services not delivered exceed the cost of
the services not received.
6
You are
responsible for insuring your personal property against all risks and waive
any right of recovery against YOUR OFFICE, its directors, officers and
employees for any damage or loss to your property while at
the YOUR OFFICE location.. All property shipped to YOUR
OFFICE
and stored by YOUR OFFICE for your benefit is considered your personal
property and you agree that you are covered against loss or damage by your
personal property insurance.
7. YOUR OFFICE
shall not be liable for the loss of any cash funds received
by YOUR OFFICE employees
as
payment to the Customer by clients of the Customer.
8.
If
you choose to have your phone number included in the White Pages telephone
directory and directory assistance, you understand that it is your
responsibility to request this service of the vendors and to monitor the
progress of the request. YOUR OFFICE will not be responsible for omissions by
the vendors.
8.
In the event Client hereto should institute any suit against YOUR OFFICE for the
violation of any of the covenants or conditions of this Agreement, or should
YOUR OFFICE intervene in any action or proceeding wherein Client is a party in order to enforce
or protect YOUR OFFICE's interest or rights hereunder, and in the event that
YOUR OFFICE should prevail in any such suit, action or proceeding, Client agrees to pay
to YOUR OFFICE reasonable attorneys' fees to be determined by the court and taxed as
a part of the costs therein. Client agrees that any such suit against
YOUR OFFICE shall be filed in the City of
Denver
, in the State of Colorado
, and in the Country
of the United States of America.
9. The Rules and Regulations
of the building management at
600 17th Street, Suite 2800 South
, Denver
, 80202-5428
are expressly made a
part of this Agreement by reference, and Client hereby expressly covenants and agrees to
abide by all of said Rules and Regulations, as well as such reasonable modifications
thereof as may be hereafter adopted. YOUR OFFICE shall have no responsibility
to Client for the violation or non-performance by any other Client of said building of
any of said Rules and Regulations.
10. All notices hereunder
shall be in writing.
Notices to Client shall be deemed to be duly given if
personally delivered to Client or mailed by registered mail, postage prepaid, addressed
to Client at the address identified by Client below.
Notice
to YOUR OFFICE shall be deemed to be duly given if mailed, postage prepaid, to its
offices at:
YOUR OFFICE
600 17th Street, Suite 2800 South
Colorado
, Colorado
80202-5428
or
YOUR OFFICE
143 Union Blvd., Suite 900
Lakewood, CO 80228
11. All terms, covenants and conditions of
this Agreement shall inure to the benefit of and be binding upon the successors and
assigns of YOUR OFFICE and the successors and assigns of Client to the same extent
as said terms, covenants, and conditions inure to the benefit of and are binding upon
YOUR OFFICE and Client respectively.
12. It is agreed that
upon the execution of this Agreement, Client shall deposit with YOUR OFFICE or its
agent a non-refundable Services Retainer, in an amount equal to one month of services as
defined in the Services Configuration below which also shall serve as security for
the full and faithful performance of each and every term, condition, covenant, and
provision of this Agreement on Client's part to be performed. In the event Client
defaults in the performance of any of the terms hereof, YOUR OFFICE may use, apply
or retain all, or any part, of such Retainer for the payment of any monthly service
charge or any other payment to be made by Client hereunder which is in default or of any
other sum which YOUR OFFICE may spend or be required to spend by reason of Client's
default. If Client shall, at the end of the term hereof, have fully and faithfully
complied with all of the terms and provisions of this Agreement, the Services Retainer
shall be used to provide an additional three months of mail forwarding and telephone
call forwarding to a recorded message which will announce Client's new contact
information. In addition, Client agrees that if its use of variable services
averages, for any two consecutive months, an amount that exceeds the Services Retainer,
YOUR OFFICE shall reserve the right to request, and Client agrees to pay, an
increase in said Retainer so as not to be less than two times the average monthly
variable charges. YOUR OFFICE reserves the right to refuse to provide
services, if by providing those services the company's expenses shall exceed the amount
of the Retainer.
13. All rights and remedies of
YOUR OFFICE
herein enumerated shall be cumulative, and none shall exclude any other right or remedy
allowed by law.
(a) If any voluntary or involuntary petition or
similar pleading under any section or sections of any bankruptcy act shall be filed by
or against the Client, or any voluntary or involuntary proceeding in any court or
tribunal shall be instituted to declare the Client insolvent or unable to pay the
Client's debts, and in the case of involuntary petition or proceeding, the petition or
proceeding is not dismissed within thirty days from the date it is filed, YOUR
OFFICE may elect, but is not required and with or without notice of such election, and with
or without other action by YOUR OFFICE, to forthwith terminate this Agreement, and
notwithstanding any other provision of this Agreement, YOUR OFFICE shall forthwith
upon such termination be entitled to recover damages in an amount equal to the
then-present value of the monthly service charge specified in paragraph 1 of this
Agreement for the remainder of the stated term hereof.
(b) If
the Client defaults in the payment of the monthly service charge, if the Client does not
cure the default within five (5) days after demand for payment of such service charge,
or if the Client defaults in the prompt and full performance of any other provision of
this Agreement, then YOUR OFFICE may terminate this Agreement
and the Client's right to use of services.
14. Client
hereby acknowledges that all employees of YOUR OFFICE who perform for Client under
this Agreement or other service agreements are in fact employees of YOUR
OFFICE.
Client understands and acknowledges that YOUR OFFICE expends considerable effort and
expense in obtaining employees for the business as conducted by YOUR OFFICE and that
as a material inducement to YOUR OFFICE to enter into this Agreement, Client,
including its principals, and any affiliate companies, agrees that during the term of
this Agreement and within one (1) year of the termination of this Agreement, neither
Client nor any of its employees will hire any person who is employed by YOUR
OFFICE.
In the event that Client shall breach any obligation of Client contained in this
paragraph, Client shall be liable to YOUR OFFICE for, and shall pay to, YOUR
OFFICE on demand, damages in the sum of $10,000.00 for each employee with respect to whom
such breach shall occur, it being mutually agreed that the actual damages which would be
sustained by YOUR OFFICE as the result of any such breach would be, from the nature
of the case, impracticable or extremely difficult to fix and that the aforesaid
liquidated damage amount is fair and reasonable. As used herein the terms
"hire" and/or "attempt to hire" shall include that situation wherein
the employee of YOUR OFFICE is paid by the Client on any type of an independent
contractor basis for work performed at the direction, or on behalf of, the Client.
15.
If any damage shall occur, whether to the YOUR OFFICE business center or to the
building, or any part thereof, or whether to other Clients in the building, resulting
from any act or neglect of the Client or of Client's guests, agents or employees,
YOUR OFFICE may, at YOUR OFFICE's option, repair such damage and the Client shall,
upon demand by YOUR OFFICE, reimburse YOUR OFFICE forthwith for the total cost
of such repairs. Neither YOUR OFFICE nor the Client shall be liable for any
damage caused by its act or neglect if YOUR OFFICE or the Client or any other Client
has recovered the full amount of the damages from insurance. All property
belonging to the Client or any occupant in the building shall be at the risk of the
Client and such other person only and YOUR OFFICE shall not be liable for damages
thereto or theft or misappropriation thereof.
16. The Client
shall use the YOUR OFFICE business center for the business purposes specified by
Client below. Client shall not use the YOUR OFFICE Center for any other
purposes without the written consent of YOUR OFFICE.
17. If
the YOUR OFFICE business center is made substantially unusable by fire or other
casualty not due to the negligence of Client, YOUR OFFICE shall repair, restore, or
rehabilitate or cause to be repaired, restored, or rehabilitated the YOUR
OFFICE
Center within thirty (30) days or within such longer period of time as may be required
because of strikes, inability to obtain materials, or equipment, or some other cause
beyond reasonable control. Monthly service charges shall be abated on a per diem
basis while the YOUR OFFICE Center is unusable. In cases not due to an act of
neglect of Client, if YOUR OFFICE does not substantially complete the work within
the foregoing period, Client may terminate this Agreement as of the date of such fire or
casualty by notice to YOUR OFFICE not later than twenty-five (25) days after the
expiration of such period. In the event of termination of this Agreement pursuant
to this paragraph, monthly service charges shall be apportioned on a per diem basis and
be paid to the date of the fire or casualty.
18. (a)
Time is of the essence of this Agreement.
(b) No waiver of any default
of the Client hereunder shall be implied from any omission by YOUR OFFICE to take
any action on account of such default, if such persists or be repeated, and no express
waiver shall affect any default other than the default specified in the express waiver
and that only for the time and to the extent therein stated. The invalidity or
unenforceability of any provision hereof shall not affect or impair any other provision.
(c) This instrument becomes
effective as an Agreement upon submission by Client and subsequent approval by
YOUR OFFICE. Approval by YOUR OFFICE shall be provided in the form of a
document containing these terms and conditions, the Services Configuration specified by
Client, and the signature of an officer of YOUR OFFICE.
Office Rules and Regulations
1. The client, employees of the client, and guests will conduct themselves in a
business-like manner. This includes keeping noise to a level so as not to interfere
with or annoy other tenants, and abiding by the company 's directives regarding
security, keys, and other such matters common to all occupants.
2. The client and employees of the client are to wear proper business attire at
all times specifically defined as a minimum of business casual. This policy is
maintained for the purpose of upholding the professional atmosphere many clients
necessitate.
3. The client will not affix anything to the windows, walls, or any other
part of the premises or make alterations or additions to the premises without the prior
consent of the company .
4. The client using public areas can only do so with the consent of
the company, and those areas must be kept neat and orderly at all times.
5. All corridors, halls, elevators, and stairways shall not be
obstructed by the client or used for any purpose other than passage.
6. No advertisements, identifying signs, or other notices shall be
inscribed, painted or affixed on any part of the corridors, doors or public areas.
7. The client may not conduct business in the hallways, reception area, or
any other areas, except in their designated offices or conference rooms without written consent of
the company .
8. Children are not permitted in the common areas of the facility,
including but not limited to the conference room and reception area.
9. The client will not bring any animals into the building.
10. The client will not use the premises for sleeping or for any immoral or
illegal purposes.
11.
Canvassing, soliciting, and peddling within the building are prohibited, and Clients
shall not solicit other tenants for any business or other purpose without prior approval
of YOUR OFFICE.
12. Client shall not remove furniture,
fixtures, or decorative material from offices.
13. Client
shall, before leaving their office unattended for an extended period of time, close and
securely lock all doors and shut off all lights and other electrical equipment.
Client shall pay for any damage resulting from failure to do so.
14.
All property belonging to any client or employee, agent or invitee of Client shall be at
the risk of such person only, and YOUR OFFICE shall not be liable for damages
thereto or for theft or misappropriation thereof.
15. Open
flames and smoking of any type are prohibited within the building.
16.
Client may not create any odors from scented candles, cooking, etc.
17.
YOUR OFFICE reserves the right to make such other reasonable rules and regulations
as in its judgment may from time to time be needed for the safety, care, and cleanliness
of the offices. YOUR OFFICE shall have no responsibility to Client for the violation
or non-performance by any other tenant of any of the Rules and Regulations but shall use
reasonable efforts to uniformly enforce all Rules and Regulations.
