Terms of Service

 

INTRODUCTION

These Terms of Service ("ToS") govern the membership and use of licensed spaces ("Services") provided by WorcLab. By becoming a member or using our Services, you ("Member") agree to abide by these ToS. Acceptance of these ToS binds the Member to these terms for all future memberships and usage of the licensed space. WorcLab reserves the right to modify these Terms of Service at any time. It is the Member's responsibility to check these Terms of Service periodically for changes. Additionally, Members will be notified via email of any significant changes to these ToS. By using our Services, you agree to the collection and use of information in accordance with our Privacy Policy.

WORCLAB'S COMMITMENT TO SERVICE DELIVERY

WorcLab covenants and agrees to use reasonable efforts to provide the services and amenities set forth in the membership description, as outlined in this ToS. While WorcLab strives to deliver all Services as described, Members acknowledge that certain Services may be subject to availability, third-party agreements, or other factors beyond WorcLab's control. In the event that any Service or amenity is temporarily unavailable or altered, WorcLab will make reasonable efforts to provide a comparable substitute or remedy the situation in a timely manner. WorcLab's failure to provide a particular Service or amenity due to circumstances beyond its reasonable control shall not be considered a breach of this TOS.

FEES

Fees for our memberships and licensed space usage are as stated on our website or as communicated to you during the registration process. All fees are due as indicated on the payment invoice, unless otherwise agreed in writing. WorcLab reserves the right to charge interest on any overdue payment at a rate of 1% per month (12% annually), or the maximum rate permitted by applicable law, whichever is lower. Interest will begin to accrue the day after the due date stated on the invoice and continue until the outstanding balance is paid in full. WorcLab also reserves the right to suspend or terminate access to Services if payment is not received within thirty (30) days of the due date. Legal action may be taken if felt necessary by WorcLab to retrieve outstanding payment after this thirty (30) day period.

LATE PAYMENT; SUSPENSION; REMOVAL OF PERSONS AND PROPERTY

If any invoice remains unpaid for thirty (30) days after its due date, WorcLab will issue a written notice of delinquency to the Member. Upon such notice, WorcLab may, at its discretion, suspend access to the licensed space and Services until the outstanding balance is paid in full. Interest on overdue amounts may continue to accrue as set forth in the Fees section.

If any invoice remains unpaid for sixty (60) days after its due date, the Member shall be deemed in material default of this ToS.

Upon material default, WorcLab may provide the Member with seven (7) days’ written notice of termination of this ToS. Upon expiration of such notice period, the Member’s license to occupy and use the space shall immediately terminate, and the Member and all guests must vacate the premises. WorcLab may deactivate access credentials and deny further entry.

Any personal property remaining on the premises after termination may be removed, stored, or disposed of by WorcLab in accordance with applicable law. Such removal and storage shall be at the Member’s sole cost and risk. WorcLab shall have no liability for loss or damage to such property, except to the extent required by law, and may charge reasonable storage, handling, and administrative fees. Property not retrieved within a reasonable period may be disposed of as permitted by law.

The parties acknowledge and agree that this ToS grants a revocable license, not a lease or tenancy, and that the Member has no possessory interest in the premises.

DISCLAIMERS

The licensed space shall be provided by WorcLab as-is, and WorcLab makes no warranty regarding the suitability of the space for the Member’s intended use. WorcLab shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses. However, WorcLab shall maintain the licensed space in a clean and safe condition in accordance with applicable laws and regulations.

These Terms of Service apply at all times, including weekends and holidays. Access to the licensed space is primarily self-service; WorcLab does not provide continuous supervision or security monitoring. Members are solely responsible for securing their property. WorcLab is not a bailee and does not insure Member property, and shall not be liable for any loss, theft, or damage to Member property, whether during staffed or unstaffed hours.

CONDITION OF SPACE

After the completion of the membership period(s), the Member shall leave the licensed space in the same or similar condition as received from WorcLab. In the event of a dispute regarding the condition of the space at the end of the membership period, an independent third party agreed upon by both parties may   be consulted. The cost of this consultation will be shared equally between WorcLab and the Member unless otherwise agreed.

DAMAGES

Member acknowledges liability for unapproved fixtures or improvements, and any damage to equipment, furnishings, and any other property of WorcLab, or of WorcLab’s other Members caused by Member, its assigns, employees, Members, agents, guests, invitees, or other affiliated parties, excluding damage due to normal wear and tear. Member agrees to pay the cost to remove unapproved fixtures or improvements, and to repair or replace (at full replacement cost) the damaged property, at the discretion of WorcLab.

CLEANUP

The licensed space must be left as it was found at the end of the membership period. Any furniture and household items brought to the space must be taken away and not thrown away. If additional cleaning beyond normal wear and tear is required, the Member will be charged an additional fee at WorcLab's discretion.

RIGHT OF ENTRY

WorcLab shall have the right to enter the licensed space at any time for any reasonable purpose, including any emergency that may threaten damage to WorcLab’s property or injury to any person in or near the space. WorcLab will make reasonable efforts to notify the Member in advance of such entry when possible.

INDEMNIFICATION

The Member shall defend, indemnify, and hold harmless WorcLab and its officers, employees, agents, and affiliates from and against any and all claims, demands, actions, damages, losses, liabilities, fines, penalties, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to: (i) the Member’s access to or use of the premises or Services; (ii) the acts or omissions of any persons the Member permits to access the premises (including any guests); (iii) breach of this ToS; (iv) violation of law; (v) damage to property; (vi) personal injury or death; or (vii) unauthorized access, credential sharing, or failure to supervise guests. This obligation applies to the maximum extent permitted by law and does not apply to the extent a loss is caused directly by WorcLab’s gross negligence or willful misconduct.

The Member’s duty to defend arises upon written notice of a claim. WorcLab may participate in the defense with counsel of its choosing at its own expense. The Member shall not settle any matter that imposes non-monetary obligations on WorcLab, admits fault on behalf of WorcLab, or fails to include a full release of WorcLab, without WorcLab’s prior written consent (not to be unreasonably withheld). This provision survives termination of this ToS.

PROHIBITED ACTIVITIES AND CONDUCT

The following activities are prohibited in the licensed space and on WorcLab property:

  • Smoking

  • Pets or animals, except for service animals required for individuals with disabilities

  • Alcohol or illegal substances (except when authorized via liquor license)

  • Weapons or firearms

  • Playing music or making noise that disturbs other users of the space or neighboring properties

  • Making structural or permanent changes to the space

  • Unauthorized use of equipment, furniture, or network services

  • Disruption of member workspaces or events

  • Conducting activities that violate applicable laws or regulations, or that are deemed inappropriate by WorcLab

  • Harassment, discriminatory behavior, or unsafe conduct toward members, staff, or other visitors

  • Any other activity or item that may pose a danger or nuisance to WorcLab or its members, as determined by WorcLab in its sole discretion

The following items are allowed only within the prototyping lab:

  • Use of candles or any open flames

  • Use of chemicals or items that emit fumes or odor

Engaging in any of these activities could result in the immediate termination of the membership ToS with no refund of fees or security deposit, and/or denial of entrance or use of WorcLab in the future.

ACCESS AND CONFIDENTIALITY

Member acknowledges and agrees that any and all information obtained or received by Member regarding WorcLab and WorcLab’s other members, including but not limited to business strategy, service offerings, plans, projections, intellectual property, trade secrets (as defined under applicable law), and other financial and non-financial information, whether or not marked “confidential” at the time of disclosure and whether disclosed orally, in writing, or by any other means, is “Confidential Information.” Member shall not disclose Confidential Information to any third party at any time during the term of this ToS or thereafter.

Member understands and acknowledges that any disclosure or misappropriation of Confidential Information in violation of this ToS may cause irreparable harm, the amount of which may be difficult to ascertain, and agrees that the non-disclosing party is entitled to immediate injunctive and other equitable relief in addition to any other remedy. Member acknowledges that information the Member deems confidential may be stored in shared space used by other members. Member will use reasonable efforts to prevent such information from being disclosed to other members; provided, however, that WorcLab shall not be liable under any circumstances for the disclosure or misuse of any of Member’s information to or by any third party.

Guests may enter only when accompanied and directly supervised by the Member at all times. The Member is solely responsible for compliance with this ToS and applicable law during the Member’s use of the premises, and for the acts and omissions of any persons the Member permits to access the premises. All acts and omissions of such persons are deemed the acts and omissions of the Member. The Member must ensure such persons sign in if required and comply with posted policies and staff instructions. Guests may not be issued or retain access credentials.

The Member shall not share or transfer access credentials, entry codes, keycards, badges, mobile credentials, or any other method of access to any person, except for the limited purpose of permitting entry while the Member accompanies and directly supervises that person. The Member must notify WorcLab immediately upon becoming aware of any loss, theft, or compromise of credentials or any unauthorized access to the premises.

Access to the premises is primarily self-service and may be unstaffed at any time, including weekends and holidays. WorcLab does not provide continuous supervision or security monitoring and is not responsible for the acts or omissions of Members or their guests.

Any sharing of credentials, unauthorized access, or failure to supervise guests is a material breach and may result in immediate suspension or termination of access. This provision survives termination of this ToS.

Member agrees not to solicit for employment any WorcLab employee for a period of 12 months following termination of this ToS and further agrees that if Member does solicit and hire any such employee during this period, Member shall pay WorcLab a sum equal to the employee’s annual salary previously paid to that employee by WorcLab as liquidated damages.

TERMINATION

WorcLab reserves the right to terminate this ToS at any time upon written notice. If termination is initiated by WorcLab without providing at least 7 days' notice prior to the next billing cycle, the Member will be subject to membership fees incurred by that next billing cycle. If the Member terminates this ToS before the end of the membership period, the Member shall pay any fees due up to the date of termination. Legal action may be taken if warranted in the event of non-compliance with this termination clause.