The Circle
Function Room & Day Pass
Terms of Service
The Host and Guest agree as follows:
1. License. Subject to the terms and conditions of this Agreement, the Host grants Guest a non-transferable license to occupy and use the Space in the Building (the “License”) during the Term and the Guest accepts such License.
2. Community Rules. During the Term, the Guest agrees to accept the terms, conditions, and policies provided by the Host relating to the use of the Space, including building security procedures, IT access and use procedures, maximum capacity, specific state law requirements and other terms or procedures provided by the Host (the “Community Rules. Community Rules may be revised and amended by the Host without the prior consent of, or notice to, the Guest.
License Terms
Compliance
You agree to abide by and cause your employees, agents, guests, invitees, contractors and subcontractors (“Invitees”) to abide by this Agreement and any applicable Community Rules, provided by the Host.
Workspace Use and Access
You agree to use the Space provided to you for general purpose limited to the room function only and you may not use the Space to carry out any illegal activities or use the Space (a) in violation of law, Community Rules, or any other reasonable regulations or rules adopted by Host during the Term, or (b) for any immoral, unlawful, or objectionable purposes. Further, you shall not use or permit the usage of any illegal drug or substance and shall not make or permit any unreasonable or unnecessary noises or odours in or upon the Space or the Building. You shall not commit, or suffer to be committed, any waste upon the Space or any nuisance (public or private) or other act or thing of any kind or nature whatsoever that may disturb the quiet enjoyment or cause unreasonable annoyance of any other occupants in the Building.
You agree not to exceed the Maximum Occupancy of the Space.
You shall not make alterations, additions or improvements to the Space, including the installation of lighting or any phone or data lines.
You shall not generate, store, install, dispose of or otherwise handle any hazardous materials in the Space, or in or around the Building, in any manner contrary to any applicable law. You shall be liable for the costs of any removal, clean-up and/or remediation of any hazardous materials released by you or your Invitees.
You agree that the Host has the right, to require that you relocate to another Space in the same Building of equal or larger size and similar configuration for the remainder of the Term, provided that the Fees for such new workspace are no greater than the Fees for your current Space.
The Host or its authorized representatives may enter the Space at any time. Unless there is an emergency, the Host will, as a matter of courtesy, try to inform you in advance when the Host needs access to the Space to carry out testing, repair or work other than routine inspection, cleaning and maintenance.
Good Care
You must take good care of and not damage, waste or make any changes to the Space or the Building. You shall not alter, add, replace, remove or damage any furnishings, equipment or other personal property located in, on or around the Space, the Shared Facilities, the Host Area or the Common Areas which is not owned by you or your Invitees (“Host Personal Property”). At the end of the Term, you must deliver the Space and all Host Personal Property to the Host in good condition. If any damage to the Space or the Host Personal property should occur while in your care, custody or control, you agree to pay the repair/replacement costs and to notify the Host immediately upon discovery of such damage occurring, but no later than 8 hours later. You are liable for any damage caused by you or your Invitees to the Space, the Shared Facilities, the Common Areas, the Host Personal Property or the Building.
Keys and Security
Any keys or entry cards for the Space or the Building, which the Host lets you use, remain the Host’s property at all times. You shall not make any copies of them or allow anyone else to use them without the Host’s consent. Any loss of keys or entry cards must be reported to the Host immediately, and you must pay the cost of replacement keys or cards and or changing locks, if required by the Host.
Damages and Insurance
You are responsible for any damage you cause to the Space or any Host Personal Property. You are responsible for arranging insurance for your personal property against all risks and for your liability to and for your employees and third parties. You have the risk of damage, loss, theft or misappropriation with respect to any of your personal property and liability to and for your employees and third parties. You agree, as a material part of the consideration to be rendered to the Host under this Agreement, to waive any right of recovery against the Host, its directors, officers and employees for any damage, loss, theft or misappropriation of your property under your control and any liability to and for your employees and third parties, including for injuries to you or your Invitees in or about the Space, and you agree to hold the Host exempt and harmless and defend the Host from and against any damage and injury to any such person or to such property, arising from your use of the Space or from your failure to keep the premises in good condition and repair as provided in this Agreement. All property in your Space is understood to be under your control.
Payment
100% prepayment or any deposit is required upon confirmation. All bookings are to be guaranteed by 100% pre-payment. If the pre-payment is not received, the Host may, at the Host’s discretion, terminate this Agreement without cost or penalty to Host.
Additional function room or other service usage will be charged at our listed rates.
The late payment fee of 5% from the day it was due will be charged on the outstanding fees incurred on the day of the event if not immediately settled upon completion of the event, or before the previously agreed credit term.
Circle Wallet
The Fees and Taxes you already paid for your bookings are credited to your Circle Wallet if your cancellation is in compliance with the Cancellation term in this agreement.
All amounts in your Circle Wallet will not expire and are not redeemable.
Cancellation
All Fees and taxes paid by Guests are non-refundable, except as expressly stated in this Agreement.
You may cancel this Agreement before 2 days prior to the start of the Term and receive a full credit refund of the Fees and Taxes already paid only to your Circle Wallet.
Your booking in this agreement cannot be changed if it is not 2 days prior to the booked date and payment cannot be refunded if your cancellation is not at least 2 days prior to the booked date.
You will be released from its obligations under this agreement and allowed to terminate prior to the end date of this agreement subject to you paying Host the full contract value for the unexpired term together with all other outstanding invoices.
Default
You shall be considered in default of this License if you fail to comply with any term of this Agreement. Upon any default, the Host shall have the right without notice to terminate this Agreement, in which case you shall immediately surrender the Space and the Host Personal Property to the Host. If you fail to surrender the Space and/or the Host Personal Property, the Host may, in compliance with applicable law and without prejudice to any other right or remedy, enter upon and take possession of the Space and the Host Personal Property and you shall be liable for all past due Fees and Taxes, all Fees and Taxes due for the remainder of the Term, all costs incurred by Host to retake possession of the Space and Host’s Personal Property, and other losses and damages which Host may suffer as a result of Guest’s default.
Indemnity
You agree to indemnify, defend and hold the Host, its landlord, if applicable, and any mortgagee harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorneys’ fees, arising out of or in connection with your and your Invitees’ use of a Space, Common Areas or Shared Facilities, or any violation of applicable law, this Agreement or Community Rules.
Liability
IN NO EVENT WILL HOST OR ITS DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES OR SUPPLIERS BE LIABLE TO GUEST OR ANY PARTY CLAIMING THROUGH GUEST, FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS, LOST DATA, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, ARISING FROM THE GUEST’S USE OF THE SPACE, EVEN IF THE HOST IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HOST’S LIABILITY TO GUEST OR ANY PARTY CLAIMING THROUGH GUEST, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID FOR THE SPACE, IN THE 12 MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.
Suspension of Services
If Host is unable to deliver its obligations in respect of any confirmed booking due to uncontrollable causes, it shall be entitled to cancel such booking without any liability. However, if so requested, Host will make every reasonable endeavor to propose a possible transfer of the booking to another venue or reschedule it in another room or location.
Sublicensing
You may not sublicense, assign, transfer any interest in this Agreement or allow any third party to use any portion of the Space, the Shared Facilities or the Common Areas.
No Lease
YOU ACKNOWLEDGE THAT THIS AGREEMENT IS NOT A LEASE OR ANY OTHER INTEREST IN REAL PROPERTY. IT IS A CONTRACTUAL ARRANGEMENT THAT CREATES A REVOCABLE LICENSE. The parties do not intend to create a lease or any other interest in real property for the benefit of Guest through this Agreement. When this Agreement expires or is earlier terminated, your license to occupy the Space shall automatically be revoked. You agree to remove your personal property and leave the Space as of the date of such expiration or termination. The Host is not responsible for your personal property left in the Space after expiration or termination. If you fail to remove your personal property, at the Host’s option, such personal property shall (a) be deemed conveyed to the Host and shall become the property of the Host, or (b) be removed from the Space by the Host at the Guest’s expense.
The Circle Membership
Terms and Conditions
The following Terms and Conditions govern the use of the Space made available by Circle Group Holdings Pty Ltd (operating as The Circle). These Terms and Conditions constitute a legal document that is an agreement between the Member (you) and Circle Group Holdings Pty Ltd (us). By accessing and using the Space, you agree to be bound by these Terms and Conditions.
1. Membership
1.1. You automatically become a Member once you have completed all Member registration details, lodged your request for registration as a Member and paid the Total Initial Fee. By registering as a Member, you agree that these Terms and Conditions will govern your membership of the Space and access and use of the Space.
1.2. On and from the Start Date and in consideration of the Membership Fee, you will receive:
a) The Circle membership;
b) Subject to your selected Member Category, the services; and
c) A non-exclusive licence to occupy the Space strictly for the use as a commercial office for the membership term.
1.3. You acknowledge that:
a) You will occupy the Space as a licensee and that no relationship of landlord and tenant is created between you and us by this arrangement;
b) We retain control, possession and management of the Space and you have no right to exclude us; and
c) We shall be entitled at any time on giving reasonable notice to require you to transfer to a comparable area elsewhere within the space.
d) If we decide that a request for any service is excessive, we reserve the right to charge an additional fee.
2. What you must pay us
2.1 You must pay us the Total Initial Fee prior to moving in on the Start Date.
2.2 You must pay us the Membership Fee, fees for additional services and any other monies owed to us monthly in advance.
2.3 Service retainer equals to one-month Membership Fee plus GST for Dedicated Desks, two-month of Membership Fee plus GST for Private Offices.
2.4 The Circle may apply the Service Retainer (in whole or in part) towards any of the following:
a) Any debt owed by you; or
b) The Circle costs of repairing any damage caused by you, your employees, contractors, agents, customers or visitors to the Space or any of The Circle’s property and for remedying any default.
2.5 If The Circle uses any of the Security Deposit under clause 2.3, you must immediately provide The Circle with sufficient money to ensure that the Service Retainer is always maintained at the amount specified in the Schedule.
2.6 We will issue you a tax invoice for all payments due under your Membership on a monthly basis.
2.7 The Membership Fee and any other fee payable under these Terms and Conditions may be subject to review each quarter. You will be notified in writing at least 1 months prior to any increase.
2.8 If you are late in paying us any money we may charge 2% per week of the outstanding invoice from the day it was due.
2.9 A $40.00 administration fee will apply to the membership where scheduled direct debits for membership payments are declined for any reason; such as, but not limited to:
a) insufficient funds;
b) credit card expiration; or
c) credit card cancellation.
2.10 Despite any other provision of these Terms and Conditions, if a goods and services tax or similar value added tax (“GST”) is imposed on any supply made under or in accordance with these Terms and Conditions, the amount you must pay for that supply is increased by the amount of that GST.
2.11 Should you continue to occupy the premises after the End Date, you do so at our current membership rate. The membership rate could be obtained upon request.
3. Access
3.1 A swipe card is needed by all Members to access the Space. The swipe card(s) must be returned to us at the end of the Term or upon cessation of your Membership.
3.2 The replacement of a lost swipe card or the failure to return a swipe card at the end of the Term will incur a fee of $50.00 payable by you to cover the cost of replacing the swipe card.
3.3 Outside of the standard hours of access (Mon-Fri, 9-5pm), members will have access to their space and other function rooms, however the building heating, cooling & music speakers will not operate.
4. Use
4.1 You must only use the premise for office purposes. Office use of a “retail” or “medical” nature, involving frequent visits by Members of the public, is not permitted.
4.2 You must not carry on a business that competes with our business of providing office accommodation(s) or our ancillary services.
4.3 Your name and address: You may only carry on that business in the name or some other names that we previously agree. 4.4 Use of the premise Address: You may use the premise address as your business address. Any other uses are prohibited without our prior written consent.
5. No assignment, transfer or sub-licence
The Membership and the right to occupy the Space is personal to you. You must not assign, transfer, grant any sub-licence or part with or share possession of the Space or the rights granted to you under the Membership.
6. Community rules
The Community Rules govern the use of the Space and are part of these Terms and Conditions. We may change the rules as we think is necessary or desirable but any change must be for the good management of the Space.
7. You must obey the law
You must obey any law that requires you to do anything concerning the Space or these Terms and Conditions.
8. Maintaining the Space and your property
8.1 You must keep the Space (including your workstation, private office or meeting room) clean and tidy and in good repair, order and condition. Any damage that you cause during your occupation of the Space will need to be paid for at the time of damage or upon inspection during the notice period at the end of the Term.
8.2 You must not alter the Space in any way or bring in your own equipment without our prior consent.
8.3 You must not do anything that is or may be dangerous, annoying or offensive or that may interfere with other occupiers of the Space.
9. You must have insurance
9.1 You are responsible for the security of your property in The Circle. It is your responsibility to arrange insurance for your own property which you bring to The Circle and for your own liability to your employees and to third parties. You must ensure you have sufficient insurance to cover your property and any other liabilities, including but not limited to public liability and any State or Territory workers compensation insurance scheme.
9.2 We do not provide insurance against member’s property and any other liabilities, loss of business, loss of or damage to data, loss of income or loss of opportunity.
9.3 You occupy and use the Space, facilities and equipment at your own risk.
10. You release and indemnify us
10.1 You release us from any action, demand, cost, liability or loss due to any damage, cost liability or loss to or about the Space. 10.2 You indemnify us against any action, demand, cost, liability or loss due to any damage, loss, injury or death, caused or contributed to by:
a) you, your guests and employees’ act, omission or negligence; or
b) your breach of these Terms and Conditions.
10.3 Our liability for any loss, damage, expense or claim is limited to the fees paid by you in the month prior to the claim arising. 10.4 This clause survives termination of this Agreement.
11. How you breach the agreement
You will be in breach if you disobey any of the Terms or Conditions including (without limitation): a) If you do not pay us on time any part of the Membership Fee; or
b) If you use the Space for any purpose other than as a commercial office.
12. If you breach the Terms and Conditions
12.1 If you breach the Terms and Conditions, we must give you a notice requiring you to remedy the breach. 12.2 We may do any one or more of the following:
a) end the Membership;
b) recover from you any loss, cost, liability or damage we suffer due to your breach;
c) remedy the breach at your cost; or exercise any of our other legal rights.
13. Termination
Termination by The Circle
13.1 We may cancel the Agreement with immediate effect if:
a) you breach any obligations under the Agreement and the breach is not capable of being remedied;
b) you breach any obligations under the Agreement and, such breach being capable of remedy, you do not remedy your breach within 7 days of being notified by us;
c) you fail to pay the Fee, and such failure is not remedied within 14 days; and/or
d) the Space/building is no longer available.
13.2 Termination of the Agreement under this clause will not entitle you to a refund for any portion of the Fee, and you shall remain liable for any amounts which have become due but remain unpaid.
13.3 If the Agreement is terminated under clause 13.1, all unpaid amounts will become immediately due and payable.
13.4 Notwithstanding any clause in the Agreement, we may at any time upon giving you 30 days prior notice, end this Membership. If your Membership is terminated under this clause you will be entitled to a pro-rata rebate of the Membership Fee arising out of the termination, but no compensation.
Termination by the Member
13.5 For Basic Membership, Floating Desk and Dedicated Desk, this agreement is rolling and will automatically renew on a monthly basis following the End Date stated, unless either party give 10 days written notice to terminate prior to the End Date of the current agreement period.
13.6 For Private Office, this agreement shall automatically renew for successive periods equal to the first period subject to the Membership Fee and any other fee review, unless either party give 2 months written notice to terminate prior to the End Date of the current agreement period.
13.7 You will be allowed to terminate prior to the End Date of this Agreement subject to you paying us the full Membership Fee for the unexpired term together with all other outstanding invoices and Penalties (if any).
14. Consequences of Termination
14.1 On or before the earlier of the end date and the date when this agreement is terminated, you must:
a) deliver up all keys (if any), access cards and other means of access to the Space. In the event you have lost any keys or access cards to the Space, you must pay the replacement fee of such lost items according to Clause 3.2;
b) remove all items you have brought into the space;
c) pay any money owed to The Circle; and
d) cease to use our address on all of your company documents, business registration, and marketing materials. We reserve the right to continue billing you at listed membership rate for each month that you continue to utilise our information on said documents and materials beyond the End Date of this Agreement, and to litigate if it deems appropriate.
14.2 You agrees that The Circle will, at your cost:
a) repaint the walls and steam clean the carpets in and around the space and repair any damaged Furniture and Equipment in the space;
b) remove anything in the space not belonging to The Circle.;
c) carry out any other work reasonably required by The Circle to return the space to its condition at the Start Date;
d) replace any item of The Circle property which has been removed from the space without The Circle prior written consent;
14.3 For the sake of clarity, you agree that you must not carry out, or arrange to be carried out the above works.
14.4 You may remove your fixtures and signs understanding that any damage or defacement occasioned to any part of the space in the course of such removal shall be remedied at your expense.
14.5 At the time of termination, a fee for restoration and make good of the premises will be invoiced and charged to the nominated credit card on file. Should charges to the nominated credit card on file be unsuccessful, then charges will be debited from the Service Retainer. Restoration will be carried out by The Circle’s nominated contractors and personnel. Rental for the time taken to restore/clean will be charged at the rate applicable immediately prior to vacation.
15. Variation or modification of the Terms and Conditions
15.1 You must comply with and must ensure that your employees, contractors, agents, customers and visitors comply with the Terms and Conditions, and amended by us from time to time. If you do not agree to abide by the Terms and Conditions, you are not authorised to use, access (or continue to use or access) the Space.
16. Things Out of Our Control
We understand that sometimes events happen that are out of our control and that such events could stop either party from meeting these Terms and Conditions. These include things like strikes, lock outs, accidents, war, fire or the delay or failure in manufacture, production, or supply by third parties of equipment or services. In such cases both parties agree that the other party will not be liable for any delay or failure to comply with these Terms and Conditions. We both agree that we will use reasonable endeavours to rectify any failure to comply as soon as possible following the event occurring.
17. Confidentiality and privacy
17.1 Respect is critical to our relationship. Any confidential information you give us, or we give you, remains confidential. We will not sell or give details about you to other organisations or marketing companies and ask that you do not share our information or the information of other Members without their consent.
17.2 When using the Space or dealing with other Members of the Space you must respect the privacy and legal rights of other Members. You must not disclose any confidential information made available to you through the Space.
17.3 Whilst we will endeavour to provide adequate measures of security in respect of confidential information or documents. We do not warrant or represent that whilst you are using the Space your information or documents will remain confidential or secure.
17.4 We are not responsible for any harm that you or any person may suffer as a result of a breach of your confidentiality or privacy in respect of your use of the Space.
18. Definitions
In these Terms and Conditions, unless contrary intention appears:
Membership Type means either Basic Membership or Full Membership (Floating Desk, Dedicated Desk and Private Office).
Member means a person and/or company who sign(s) up as a member to The Circle and accepts these Terms and Conditions.
Membership means a Member’s rights under these Terms and Conditions to access the Space.
Membership Fee means the fee payable by you determined by the Member Category selected by you.
Website means www.circlecowork.com.
Space means the relevant premises as per the address of The Circle Details in this membership agreement.
Start Date means the date that you register as a Member as per lease agreement.
Term means the period commencing on the Start Date and ending upon termination in accordance with clause 13 of these Terms and Conditions.
Terms and Conditions means these terms and conditions with any annexure, schedule and attachments, as varied from time to time.
We, Us, Our means Circle Group Holdings Pty Ltd ABN:43 479 053 183 ACN: 620 510 643 (trading as The Circle) and, where relevant, it includes our manager or agent that may be appointed by us from time to time, employee or any person we authorise.
You, Your means the Member, and where relevant includes your employee, agent or any person you allow on the licensed area or the building.