1. Acceptance of Terms

The services BOM Newburgh LLC (“Wireworks”) provides to you (including but not limited to use of office space and access to the Internet), are subject to the following Terms of Use (“TOU”). Wireworks reserves the right to update the TOU at any time. Wireworks will attempt to contact Members to notify them of any updates within 30 days of their enactment using the contact information provided in the Membership Agreement. The updated TOU will be posted on the company’s website.

2. Description of Services

Wireworks may provide you with access to office space, workstations, Internet access, office equipment, conference space, knowledge resources, and other services as Wireworks may provide from time to time (collectively, “Services”). These services may be provided on a one-time basis, or an ongoing self-renewing basis. The Services at all times are subject to the TOU.

 3. No Unlawful or Prohibited Use

As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Wireworks server, or the network(s) connected to any Wireworks server, or interfere with any other party’s use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, or accounts, computer systems or networks connected to any Wireworks server or to any of the Services, 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 through the Services. You hereby represent and warrant that you have all requisite legal power and authority to enter into and abide by the terms and conditions of this TOU and no further authorization or approval is necessary. You further represent and warrant that your participation or use of the Services will not conflict with or result in any breach of any license, contract, agreement, or other instrument or obligation to which you are a party.

 4. Membership Terms and Fees

Coworking memberships (Visiting, Part-Time, Full-Time, HomeBase) are month-to-month agreements, they can be canceled at any time. Membership fees are due at the beginning of every month period, which starts on the same day of the month as the initial sign-up, and are charged automatically to the card on file. If the Membership is canceled, either by Member or by Wireworks, or the card is declined, the Membership is no longer active as of the last day of the last paid month and Member cannot continue to use the Services. Private Studio Memberships have a minimum term of one year, after the first year, they renew automatically on a month-to-month basis until canceled. There is a non-refundable Initial Set Up Fee equal to two months of rent due upon signing up, in addition to the first month's rent. The initial Set Up Fee can be credited towards the last two months of the agreement unless the agreement is terminated before the one-year anniversary. To apply the Set Up fee towards the last two months of the agreement, the Member must notify Wireworks, by email, at least 60 days before the cancellation date. In the event of an early termination, the Member forfeits the Set Up Fee.

5. Member Space Usage

The amount of space usage that your membership entitles you to depends on the level of Membership. Common Areas include the Lounge, Kitchen, Worktables, and Flexible Desks. Reservable areas include the Conference Rooms and Phone Booths.

Visiting Membership: Use of Common Areas on a limited basis, which is approximately 5 days per month.

Part-Time Membership: Use of Common Areas on a part-time basis, which is approximately 10 days per month. Two hours of use of Reservable Areas are included, reduced rates apply for any reservations above that.

Full-Time Membership: Use of Common Areas on a full-time basis, which is seven days per week. Four hours of use of Reservable Areas are included, reduced rates apply for any reservations above that.

HomeBase Membership: Use of Common Areas on a full-time basis, which is seven days per week. Usage of an assigned desk and lockable cabinet. Four hours of use of Reservable Areas are included, reduced rates apply for any reservations above that.

Private Studio Membership: Unlimited and exclusive use of assigned Private Studio. Use of Common Areas and Reservable Areas on a full-time basis, which is seven days per week.

6. Use of services.

You agree that when participating in or using the Services, you will not:

a)        Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming, or any duplicative or unsolicited message (commercial or otherwise);

b)        Use the Services in connection with any illegal activity;

c)        Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;

d)        Publish, post, upload, display, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information on or through Wireworks Services; 

e)        Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party;

f)         Upload files that contain viruses, Trojan Horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or the property of another;

g)        Share private information about other Users without their consent, including but not limited to their usage of the Services, meetings, visitors, and the contents of conversations overheard while on the premises;

h)        Download any file(s) that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, and/or distributed in such manner;

i)         Restrict or inhibit any other user from using and enjoying the Services;

j)         Violate the Code of Conduct or other guidelines which may be applicable for any particular Service;

k)        Harvest or otherwise collect information about others, including email addresses, without the authorization or consent of the disclosing party;

l)         Violate any applicable laws or regulations; and

m)    Create a false identity for the purpose of misleading others.

7. Code of Conduct

Wireworks is committed to providing a harassment-free and private experience for everyone, regardless of gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, religious affiliation, or marital or parental status. We do not tolerate harassment in any form. Members and Visitors (including users of a Day Pass or Conference Room booking) violating these rules may face consequences including, but not limited to, expulsion from the space. By becoming a member or booking one of our resources, you are agreeing to abide by these guidelines. We expect our community to help us realize a safe and positive experience for everyone.

I.                  What constitutes harassment

a.        Harassment includes, but is not limited to:

             i.        Verbal comments that reinforce discrimination based on gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, or religion

            ii.         Sexually-charged jokes, statements, or comments

            iii.         Creation or display of sexual images in public spaces

            iv.         Prejudicial surveillance, deliberate intimidation, stalking, or unwanted following

            v.         Harassing photography or video/audio recording

            vi.         Sustained disruption

            vii.        Inappropriate physical contact

            viii.       Invasion of personal space

            ix.         Unwelcome sexual attention

            x.         Advocating for, or encouraging, any of the above behavior

b.        These behaviors are not conducive to a welcoming environment and are therefore prohibited in all spaces (physical and virtual) that are encompassed in this agreement.

II.                  Enforcement

If a participant engages in harassing behavior, Wireworks management retains the right to take action in order to maintain a welcoming environment for other participants. This includes warnings, expulsion from the space, or other measures deemed appropriate. Our team is authorized to address anything designed to, or with the clear impact of, making the environment hostile for any participants. We expect participants to follow these rules in all spaces (physical and virtual), including social activities and social media, and we encourage participants to follow these guidelines outside of these spaces as well.

III.                  Reporting

If someone makes you or anyone else feel unsafe or unwelcome, we encourage you to report it as soon as possible. All claims are taken seriously and will be handled by management.

8. Participation Disclosure

Wireworks reserves the right at all times to disclose any information about you, your participation in and use of the Services as Wireworks 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 Wireworks’ sole discretion.

9. Participation In or Use of Services

You acknowledge that you are participating in or using the Services at your own free will and decision. You acknowledge that Wireworks does not have any liability with respect to your access, participation in, or use of the Services, or any loss of information resulting from such participation or use.

10. Payment and Refunds

Payment for services is due at the time of the reservation request or membership sign-up, if we are not able to fulfill the reservation request, the payment amount will be refunded in full. Reservations for daily space usage can be rescheduled or canceled up to 24 hrs. before the start time of the reservation. Canceled reservations will incur a cancellation fee equal to 10% of the reservation price to cover transaction and admin fees.

11. Disclaimer of Warranties

To the maximum extent permitted by applicable law, Wireworks provides the services “as is” and with all faults, and hereby disclaims with respect to the services 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, quiet possession, correspondence to description or non-infringement. The entire risk as to the quality, or arising out of participation in or the use of the services, remains with you.

12. Exclusion of Incidental, Consequential and Certain Other Damages

To the maximum extent permitted by applicable law, in no event shall Wireworks 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: loss of profits, 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 Wireworks, and even if Wireworks has been advised of the possibility of such damages. Because some states/jurisdictions do not allow the exclusion or limitation of liability, for consequential or incidental damages, the above limitation may not apply to you.

13. Limitation of Liability and Remedies

Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Wireworks 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 under any provision of this TOU and your exclusive remedy for all of the foregoing shall be limited to actual damages incurred by you based on reasonable reliance up to ten dollars (USD $10.00). The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

14. Termination

Wireworks reserves the right to terminate any Service at any time. Wireworks further reserves the right to terminate your participation in and use of any Services, immediately and without notice, if you fail to comply with the TOU.

15. Indemnification

You release and hereby agree to indemnify, defend and save harmless Wireworks and Wireworks’ subsidiaries (whether or not wholly owned), affiliates, divisions, and their past, present and future officers, agents, shareholders, members, representatives, employees, successors and assigns, jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon or arising out of your negligent actions, errors and omissions, willful misconduct and fraud in connection with the participation in or use of the Services. You further agree in the event that you bring a claim or lawsuit in violation of this agreement, you shall be liable for any attorneys’ fees and costs incurred by Wireworks or its respective officers and agents in connection with the defense of such claim or lawsuit.

16. Severability

In the event that any provision or portion of this TOU is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this TOU shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by applicable law.

17. Insurance

Wireworks will carry General Liability insurance. As a user, it is strongly suggested that you carry a Renters Insurance policy to cover your own equipment while using our space. That policy may cover your current residence/office, as well as the premises of Wireworks.