IDEAL Coworking Membership Agreement

  1. SERVICES

Your IDEAL membership allows you to take advantage of the following services:

    • Access to the Space and its common areas (kitchen, bathroom, hallways, shared storage space,
      etc) (the “Common Areas”);
    • Use of our printers, photocopiers et other devices being made available in our Space;
    • Access to our conference rooms;
    • Access to WIFI;
    • Access to our terrace;
    • Access to the events taking place at our Space (with or without fees).
  1. YOUR MEMBERS AND GUESTS

We ask that you provide us with a list of all individuals who are part of your organization and who will be
benefitting from your membership (employees, partners, etc) (the “Members”), as well as the necessary
information to identify and contact them. Please keep this list updated. You must inform us of any
modifications to this list during the term of your membership.

You must also identify a resource person when executing the present agreement. This resource person will receive all communications, updates, and other relevant information about the Space during your
membership and will be our first point of contact with you.

All individuals having access to the Rented Premises and to the Space must abide by IDEAL’s rules (the “Rules”). You’ll find a copy of these in this agreement’s Schedule A.

Do not forget that as a Member, you are responsible for the behavior and actions of your Members and any other third-party that visits our Space.

  1. MEMBERSHIP FEES AND PAYMENT TERMS

Inclusions

Membership fees include:

    • Electricity, within the limits of this agreement;
    • Heating and air conditioning;
    • Lighting fixtures in the Common Areas (bulbs, luminaires, tubes, etc.);
    • Housekeeping of the Common Areas;
    • Access to a standard Internet connection (note that the connection provided is the same for all
      members). If you have extraordinary needs that are not covered by this standard connection, an
      additional deal can be negotiated with IDEAL to provide you with a custom connection);
    • Secure access to the Space and camera surveillance of the Space’s outside doors;
    • The already-present furniture, if available (unless an additional agreement regarding furniture has
      been negotiated with you).

Exclusions

Membership fees do not include:

    • Computer equipment, software, management systems, etc., required by the Member to operate
      his business;
    • The stationery and office supplies required by the Member in the operation of his business;

You shall, if applicable, pay us an amount equivalent to one month of membership fees when signing
this agreement. This amount will be applied to the last month of your membership, as payment for that
month. However, in case of damages caused by you, one of your Members or guests during the term of
this membership, the amount will be used to compensate IDEAL for these damages. The deposit to
obtain the access card will be refunded upon the return of the card in good condition.

An invoice will be issued on the first day of each month. Payment of your membership fees is due upon receipt of our invoice. In case of late payment, interest of ten (10) % per year will be added to the
amounts due.

Note that membership fees are not refundable.

Membership fees may be subject to an increase. If an increase is planned, you will be notified at least three (3) months prior to the effective date of this increase. If you wish to cancel your membership upon receipt of our notice of increase the membership fees, we will terminate your membership as of the
effective date of the increase.

  1. YOUR OBLIGATIONS

As a Member, you must:

    • Respect and make your Members and guests respect our Rules;
    • Pay your membership fees as per section 3 of this agreement;
    • Promptly respond to our messages and various communications;
    • Not transfer your membership to a third-party unless such transfer has been approved by IDEAL;
    • Keep the Rented Premises and Space in the same condition as they were presented to you at the
      beginning of your membership;
    • Obtain any permits you require and pay any taxes needed to maintain your activities.
  1. OUR OBLIGATIONS

We will:

    • Provide you with access to the Rented Premises and the Space, as per the present agreement;
    • Ensure that the Rented Premises are in a suitable state for you to take possession of them;
    • Take care of the housekeeping of the Rented Premises and the Space;
    • Be available to answer any of your questions or concerns;
    • Reach out to your resource person in case of any change or update to the Space.
  1. MEMBERSHIP DURATION AND TERMINATION

Duration

Your membership will begin on the agreed upon date with IDEAL. You will be able to settle in and bring your personal belongings to the Rented Premises upon this date (note that if you have a non-dedicated floating desk, your belongings should not be left in the Space in your absence). If you wish to settle in in
the Rented Premises before the beginning of your membership, you must inform IDEAL in order to find a
day that will be convenient for both Parties.

If no date has been agreed upon with IDEAL, your membership will begin on the day you start occupying the Rented Premises.

Before the end of your membership, we will send you a renewal notice. You must use this notice to inform us of your desire to either end your membership on the planned termination date or to renew your
membership.

Termination by you

If you wish to terminate your membership, you must send IDEAL a forty-five (45) days written notice (meaning at least fifteen (15) days before your last month as Member, as billing is always done from the
first day of each month).

Termination by us

We may suspend or put an end to your membership if:

    • You or one your Members are in violation of this agreement;
    • Our lease with the owner of the Space is terminated;
    • You are declared in dissolution, bankruptcy or in liquidation, or become insolvent;
    • You make a general assignment for the benefit of your creditors or take advantage of or attempt to take advantage of any law relating to insolvency, liquidation or bankruptcy;
    • An application for bankruptcy or liquidation or reorganization is filed against you;
    • A receiver or trustee is appointed or takes physical possession of your property or any part thereof;
    • You do not take possession of the Rented Premises;
    • Our insurance policy, another Member’s insurance policy or the insurance policy of another tenant in the building in which the Space is located is cancelled as a result of your activities or as a result of anything brought or stored in the Space by you.

Under these circumstances, termination will be automatic and any amounts due to IDEAL shall be paid immediately.

Space Occupation

We ask that you free the Space by the termination date of your membership. We will contact you in a reasonable delay if you forget any of your belongings. Please note that if you do not respond to our communications, we may dispose of said belongings as we please. Moreover, you will be responsible for all fees incurred for the disposal of your belongings.

  1. DAMAGES AND LIABILITY

IDEAL will not be held responsible for any theft or damages to your belongings caused by anyone and in any way whatsoever including to the Member’s belongings.

 

  1. INDEMNITY

You agree to indemnify and keep indemnified IDEAL in the event of any and all claims, demands, actions, disputes, monetary loss, loss of business opportunities or fees (including reasonable attorney fees) arising from a breach of this agreement by you, your Members or one of your guests. This includes, but is not limited to, any third-party lawsuit, any claim from another IDEAL member, and any material damage caused by you, your Members or one of your guests to IDEAL’s or the Space’s belongings.

  1. GST/QST

The amounts mentioned in this agreement do not include applicable sales taxes. These taxes need to be added to the amounts due to IDEAL.

  1. MODIFICATIONS

We may modify our rules at any time. We will communicate with you, in writing, prior to any changes.

Modifications to membership fees are subject to section 3 of this agreement.

  1. APPLICABLE LAW

The present agreement is made under the exclusive jurisdiction of the laws of Quebec, Canada.

  1. DISPUTE RESOLUTION

In the event of a dispute arising from this agreement, the Parties will first attempt to settle it amicably.

If the Parties cannot reach an agreement, legal proceedings shall be commenced and shall proceed in the legal district of Montreal, Quebec, exclusively.

The prevailing Party shall be entitled to recover its costs, including reasonable attorneys’ fees.

IDEAL shall also be entitled to any fees incurred following the use of a collection agency to enforce the financial obligations under this agreement.

  1. SCOPE OF THE AGREEMENT

In addition to the Parties, this agreement shall be binding upon the Parties’ heirs, successors, liquidators and beneficiaries and all future assigns.

  1. CLAUSE NULLITY

If any of the provisions of this agreement are found invalid or unlawful, or declared to be so by a court decision, the other clauses contained in this agreement shall be valid and binding.

  1. NON-WAIVER

A failure or delay in enforcing an obligation or exercising a right or remedy from either Party does not amount to a waiver of that obligation, right or remedy for the future.

  1. CUMULATIVE RIGHTS

All rights mentioned herein are cumulative and non-alternative; the waiver of any right will not constitute a waiver of any other right.

  1. LANGUAGE CLAUSE

The Parties hereby confirm that they have requested that this agreement and all related documents be drafted in English. Les Parties confirment qu’elles ont exigé́ que le présent contrat et tous les documents connexes soient rédigés en anglais.

4035 rue St-Ambroise, Loft 216
Montréal (Qc) Canada  H4C 2E1

+1 514 303-5493
[email protected]

    Infos générales et réservations

    Merci de remplir le formulaire ci-dessous afin qu'on puisse vous répondre dans les plus brefs délais.