THE HATCHERY EVENT SPACE RENTAL CONTRACT
[Customer information to be inserted directly into Cobot]
THIS EVENT SPACE RENTAL CONTRACT (“Contract”), entered into the ____ day of ______, 201_, is by and between Babcock Ranch Hatchery Operations, LLC, a Delaware limited liability company (the “Hatchery”) and _______________________________ (the “Customer”) for the following Space ___________________________________________ on the following dates and times: (individually an “Event”).
1. RECEIPT / INSPECTION / USE OF SPACE & EQUIPMENT. Customer acknowledges that it is renting the Space and Equipment (if any) on an "AS IS" basis, and that prior to the commencement of the Event, Customer shall inspect the Space and Equipment, and advise the Hatchery at that time of any defects, which the Hatchery will use reasonable efforts to resolve, failing which Customer’s sole remedy will be a return of any Deposit paid, and this Contract shall then be deemed terminated. It is the responsibility of Customer to ensure that at the conclusion of the Event, the Space and Equipment are returned to their condition immediately preceding the commencement of the Event.
2. CHARGES AND PAYMENTS. Customer is responsible for the Price, and for other charges under this Contract. The Price and all amounts due hereunder are due and payable at the conclusion of the Event. A carrying charge of 1.5% (ANNUAL RATE OF 18%) will be charged on all overdue accounts. Customer’s obligation to pay the Hatchery for the Price and other amounts to be paid by the Customer are independent covenants, and Customer shall have no right to hold back, offset or fail to pay any such amounts for default or any other reason whatsoever.
3. CREDIT CARD AUTHORIZATION, Customer hereby authorizes the Hatchery to process charges against Customer’s credit card for any amount due hereunder, which includes, but is not limited to rental fees, deposits, missing & damaged equipment repairs and fees. Customer agrees that it shall not dispute any legitimate charges processed by the Hatchery, and Customer agrees not to request any charge backs on its credit card until any disputed matters are first resolved with the Hatchery. In the event of any dispute rising from or charge back from Customer’s credit card, Customer shall be fully and solely responsible for the settlement of payment.
4. CANCELLATIONS. Customer must may cancel this Contract up to ten (10) days before the Event to avoid cancellation charges. If Customer desires to cancel within ten (10) days of the Event, Customer shall pay a cancellation fee equal to 50% of the Price. If Customer desires to cancel less than 48 hours prior to the Event Customer shall agree to pay 100% of the Price.
5. GUESTS. Customer is required to provide to the Hatchery a written list of guests that attended an Event within five (5) business days of the completion of each Event. The Customer shall ensure each guest’s compliance with the terms and conditions hereof and the Rules of the Hatchery and shall indemnify the Hatchery Indemnified Parties for any violation thereof by a guest, as provided in Paragraph 16 below.
6. NO UNLAWFUL OR PROHIBITED USE. Customer agrees to not use the Hatchery for any purpose that is (i) unlawful or prohibited by these terms, conditions, the Rules or any notices; or (ii) any business purpose determined to be prohibited, at the sole discretion of the Hatchery, which includes, but is not limited to, the sale or brokerage of insurance or title insurance, the provision of real estate brokerage services, the provision of medical services, and any use now or hereafter prohibited by any use restrictions applicable to the Hatchery, unless such use is approved for the Customer by the Hatchery in writing, which approval shall be at the sole discretion of the Customer. You may not attempt to gain unauthorized access to any accounts, computer systems or networks connected to any Hatchery server or through hacking, password mining or any other means. You may not obtain, or attempt to obtain, any materials or information through any means not intentionally made available hereunder. You will be liable to the Hatchery for any damages or harm suffered by the Hatchery as a result of your violation of this Agreement.
7. DISCLOSURE. The Hatchery reserves the right at all times to disclose any information about you or your space rental agreement, as the Hatchery deems necessary, to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in the Hatchery’s sole discretion. You will indemnify the Hatchery Indemnified Parties for any costs it incurs in responding to any lawful subpoena, process, or order seeking access to your information, whether written or in electronic form.
8. RULES. Please see the Rules of the Hatchery located on Schedule 1 (the “Rules”). Customer agrees to be bound by and comply with the Rules at all times. Customer acknowledges that the Hatchery hereby reserves the right to update the Rules from time to time, and that the Hatchery’s interpretation of the Rules is final. The Hatchery will attempt to contact Customer to notify Customer of any updates or changes to the Rules within 30 days of their enactment, using the contact information provided in this Agreement. Customer may report an infraction of the Rules by another Customer by completing an incident write up form on line. Any security matters will be referred to security for the Babcock Ranch Community.
9. RESPONSIBILITY FOR SPACE AND EQUIPMENT. If any of the Equipment is lost, stolen, damaged, or unduly soiled, under any circumstances during the Event, regardless of fault, the Customer shall be responsible for all charges, including labor costs to replace or repair the item(s).
10. ACKNOWLEDGEMENTS BY CUSTOMER. Customer hereby acknowledges and agrees to the following:
a. License. The Customer specifically acknowledges and agrees that the interest herein granted to Customer is that of a revocable license only, revocable by the Hatchery in its sole but reasonable discretion. Further, the Hatchery may terminate this Space Rental Agreement at any time for any reason upon thirty (30) days’ written notice to Customers.
b. Any food and/or beverage that Customer may desire to be made available during the Event shall only be permitted if same are provided by either: (1) the Market Café (Slater’s Good & Provisions), or (2) Trails End Table & Tap (Table & Tap), which Customer will need to separately contract for services. All other food and beverage is strictly prohibited. If the Event shall have any liquor or alcohol of any type served, it may only be served by a representative of one of the above providers. The Customer is strictly prohibited from serving liquor or alcohol of any kind on its own. Violation of this provision will result in immediate termination of this Contract.
c. The Event will be occurring in the Hatchery which is a co-working environment. Members of the Hatchery will still have access to other spaces in the Hatchery not included in the Space.
d. The Space is subject to the Rules attached as Schedule 1 to this Space Rental Contract.
11. DISCLAIMER OF WARRANTIES. CUSTOMER AGREES THAT NO WARRANTIES, EXPRESSED OR IMPLIED OR REPRESENTATIONS THAT THE SPACE OR EQUIPMENT IS FREE OF LATENT DEFECTS INCLUDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE HAVE BEEN MADE IN CONNECTION HEREWITH. CUSTOMER’S SOLE REMEDY FOR ANY FAILURE OF OR DEFECT IN THE SPACE OR EQUIPMENT IS TERMINATION OF THIS CONTRACT AND A RETURN OF UNEARNED FEES PAID, PROVIDED THAT CUSTOMER NOTIFIES THE HATCHERY IMMEDIATELY OF SUCH FAILURE. THE HATCHERY SHALL NOT BE RESPONSIBLE FOR ANY DEFECT OR FAILURE UNKNOWN TO THE HATCHERY.
12. PARTICIPATION. You acknowledge that you are participating at your own free will and decision. You acknowledge that the Hatchery does not have any liability with respect to your access, participation in, use of, or any loss of information resulting from such participation or use.
13. DISCLAIMER OF WARRANTIES. To the maximum extent permitted by applicable law, the Hatchery provides its events and its ancillary Services (as defined in Paragraph 14 below) “as is” and with all faults, and hereby disclaims with respect thereto all warranties and conditions, whether express, implied or statutory, including, but not limited to, any (if any) warranties, duties or conditions of or related to: merchantability, fitness for a particular purpose, lack of viruses, accuracy or completeness of responses, results, workmanlike effort and lack of negligence. Also, there is no warranty, duty or condition of title, quiet enjoyment, and quiet possession, correspondence to description or non-infringement. The entire risk as to the quality, or arising out of participation in the Hatchery, its events and ancillary Services, remains with the Member. The Hatchery disclaims any warranty regarding the performance or reliability of any IT, telecommunication, video, audio or phone system related equipment available at the Hatchery.
14. LIMITATION OF LIABILITY. Customer recognizes that the internet services available at the Hatchery is separately owned and not subject to the control of the Hatchery. Customer agrees that the Hatchery shall not be liable for damages incurred or sums paid if the internet services are temporarily unavailable due to malfunction of, or cessation of, internet services by network or internet service providers, or for transmission errors in, corruption of, or the security of your information carried on such networks or internet service providers. The Hatchery shall have no liability hereunder for damages incurred or sums paid due to fault by Customer or any third party, or by any harmful components (such as computer viruses, worms, computer sabotage, and denial of service‟ attacks). The Hatchery is not liable for any breach of security on Customer’s (or its guests, invitees, employees, etc.) computer or network. Customer agrees that it will not hold the Hatchery responsible for any selection or retention of, or the actions or omissions of, third parties in connection herewith, or hold a third party responsible for any selection or retention of, or the acts or omissions of, Hatchery in connection with the internet service. Without limiting the foregoing, Customer agrees that it will not hold the Hatchery responsible for (a) third party claims against Customer for damages, (b) loss of or damage to Customer’s records or data or those of any third party, (c) loss or damages to Customer associated with the inoperability of Customer’s equipment or applications with any component of the internet service, or (d) failure of Hatchery Equipment (furniture, phone system, etc.).
15. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. To the maximum extent permitted by applicable law, in no event shall the Hatchery or its subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly or individually be liable for any direct, special, incidental, indirect, punitive, consequential or other damages whatsoever (including, but not limited to, damages for: lost revenue, loss of profits, loss of technology, loss of confidential or other information, business interruption, personal injury, loss of privacy, failure to meet any duty (including of good faith or of reasonable care), negligence, and any other pecuniary or other loss whatsoever) arising out of or in any way related to the participation in or inability to participate in or use of the Services, the provision of or failure to provide Services, or otherwise under or in connection with any provision of this Agreement, even in the event of the fault, tort (including negligence), strict liability, breach of contract or breach of warranty of the Hatchery, and even if the Hatchery has been advised of the possibility of such damages. In any event and under all circumstances the Hatchery shall not be liable to you on any basis for a sum exceeding fees you have paid the Hatchery.
16. INDEMNIFICATION. Customer releases, and hereby agrees to indemnify, defend and save harmless the Hatchery and the Hatchery’s subsidiaries (whether or not wholly-owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns (“Hatchery’s Indemnified Parties”), jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon or arising out of: (i) Customer’s non-compliance with its obligations under this Contract, (ii) any and all claims by any of Customer’s guests, employees, invitees, customers or other third parties in connection with the use of the Space or Equipment; or, (iii) Customer’s (including its guests, employees, invitees, customers, agents, or third parties in the Space at the direction or request of Customer) negligent actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Space or Equipment. Customer further agrees in the event that it brings a claim or lawsuit in violation of this Contract, Customer shall be liable for any attorneys‟ fees and costs incurred by the Hatchery’s Indemnified Parties in connection with the defense of such claim or lawsuit.
17. INSURANCE. The Hatchery will carry General Liability insurance insuring its interests. The Hatchery shall not be liable for the disappearance, loss or theft of, or damage to your personal/private property, including your computer, cellular phone, money, or jewelry, or for any damage to the property or person of any officers, employees, agents, invitees or guests. Customers are not required to provide evidence of insurance, but it is strongly encouraged that Customers carry an insurance policy to cover their own equipment and personal property while using the Hatchery, especially if the Customer intends on conducting a business enterprise out of the Hatchery, where guests are invited into the Hatchery. Notwithstanding the foregoing, the Hatchery reserves the right to require appropriate insurance from Customers depending on the type and extent of business activity being conducted at the Hatchery.
18. HURRICANE AND TROPICAL PREPAREDNESS. The Customer is at all times responsible for all its personal property brought into and left in the Hatchery. In the instance of an anticipated tropical storm or hurricane, the Hatchery will alert the Customers to the Hatchery’s plan to close the Hatchery 24 hours prior to closure, which notice may be provided by email, Cobot’s alert, or written sign posted within the Hatchery spaces. The Customer agrees to timely remove all personal property from the Hatchery prior to the noticed closing. Once closed, the Hatchery will not be accessible (keys will not be operable during this time) until re-opened by the Hatchery after the storm or the threat of the storm has passed. The Customer specifically waives any and all claims against the Hatchery for any damage to the Customer’s personal property that Customer may fail to timely remove. Further, the Customer specifically grants to the Hatchery permission, without an obligation being imposed on the Hatchery to do so, to remove any personal property of the Customer from the Hatchery or to relocate same internally within the Hatchery if in the sole discretion of the Hatchery such relocation is in the best interest of safety and to minimize damage to the Hatchery, and hereby waives and releases any and all claims against the Hatchery for damage that may occur to the personal property during any such move by Hatchery staff. Customer agrees to also pay the Hatchery for any costs or expenses incurred by the Hatchery to relocate, remove or store the personal property of the Customer.
19. USE OF PHOTOGRAPHIC LIKENESS. By signing this Agreement, you grant the Hatchery the right to use your photographic likeness for promotional purposes, including, without limitation, for online usage and marketing materials.
20. RIGHT TO TEMPORARY CLOSURES. In order to keep the Hatchery in the best possible condition, portions or all of the Hatchery may be closed for temporary time periods for repairs and renovations. The Hatchery will give five (5) days’ advance notice of such closures. A prorated abatement will be provided if the closure reduces the amount of time that the Space is being reserved under this Contract.
21. DAMAGE OR DESTRUCTION OF PREMISES. If the Hatchery is damaged or partially destroyed by fire, casualty or other causes not resulting from Member’s neglect or fault, during the term of this Agreement, the Hatchery, at its sole discretion, may either (i) terminate this Agreement as provided for above in Paragraph 8; or (ii) promptly repair the damage within 120 days (or such later date as is reasonable under the circumstances) from the date of damage or partial destruction. A prorated abatement will be provided for the number of Events (if more than one Event is scheduled under this Agreement) that the Space reserved hereunder is inaccessible under either subpart (i) or (ii) above).
22. MISCELLANEOUS. This Contract constitutes the final agreement between the parties. It is the complete and exclusive expression of the parties’ agreement on the matters contained in this Contract. All prior and contemporaneous negotiations and agreements between the parties on the matters contained in this Contract are expressly merged into and superseded by this Contract. The provisions of this Contract may not be explained, supplemented, or qualified through evidence of trade usage or a prior course of dealings. In entering into this Contract, neither party has relied upon any statement, representation, warranty, or agreement of the other party except for those expressly contained in this Contract. The parties may amend this Contract only by a written agreement of the parties that identifies itself as an amendment to this Contract. In the event that any provision or portion of this Contract is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this Contract shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law. Acceptance of terms and conditions at https://hatchery.cobot.me/ by Customer shall be deemed as effective as executing and delivering this Contract to the Hatchery. This Contract shall not be binding on either party until the Hatchery has provided a confirmation email to the Customer that the Hatchery has accepted this Contract, and the deposit, if any, has been received by the Hatchery.
SCHEDULE 1
HATCHERY SPACE RENTAL PROVISIONS AND RULES
(Hatchery Building and Hive Building)
Conference Rooms
• There are 2 conference rooms available.
• The furniture in the conference rooms should stay there at all times.
Noise
• General
o The Hatchery is a shared working environment, so everyone should do their best to maintain a respectful working atmosphere.
• Phone Calls
o When speaking on the phone, please adjust the volume of your voice. If your phone call might disrupt other people using the Hatchery, please make your phone call in an available conference room or take the call outside.
o We suggest you put your cell phone on vibrate mode to prevent disturbing others.
• Visitors
o Although visitors are allowed in the Hatchery, everyone needs to abide by the Rules concerning noise levels.
Use of the Internet
• Illegal data file download (torrent) is not allowed.
• Do your best towards fair internet usage.
Attire
• Customer is reminded that the Hatchery is a work space, and appropriate work attire should be worn. Generally, the adage “no shoes, no shirt, no service” applies.
General
• It is necessary to respect the personal property of others and of the Hatchery & The Hive. In case of furniture or property damage arising out of negligence, you need to arrange for a replacement, or pay for the damage.
• You should not bring your own furniture, move furniture or stick posters on the walls of The Hatchery or the Hive without prior permission.
• Everyone should attempt to make the shared spaces pleasant for all users.
• The temperature of the room should be such that it will suit most users. We normally avoid under- or over-heating, as it is a waste of valuable energy.
• Other than as provided in Section 10b of the Agreement, the use of alcoholic beverages and/or drugs are prohibited.
• There is no smoking allowed in the building or on the balcony
• Adult supervision must be provided at all times (ratio 2 adults to every 15 children and at least 2 adults at all times).
• Items may not be sold, exhibited or displayed without prior permission.
• The space must be left in the same condition in which it was found. Customer shall also be responsible to clean up any common area impacted by an Event. Cleaning supplies are kept in dedicated places. Customer will be responsible for any janitorial charges needed to restore the space to its condition prior to use, which costs will be charged to Customer within thirty (30) days of an Event or the termination of the Agreement.
• The execution of this Contract does not permit the Customer to lease or allow any other organization or persons to use the space in its name or in its time slot.
• Cancellations must be communicated as soon as possible and no later than 3:45 p.m. Monday through Friday. Excessive cancellations may result in cancellation of Contract.
Groups may not be left unattended at any time. The Customer or its designee must be present prior to use and remain until all of its guests or visitors have left the Hatchery or The Hive.
Cobot is the web platform used by The Hatchery to provide this website.
See Cobot Terms
