Terms & Conditions
Definitions:
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The 'Agreement' means the New Italian Services Ltd Service Agreement;
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The 'Provider' means New Italian Services Ltd;
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The 'Member' means the signatory of the Agreement.
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1.2 Virtual office standard - Business address
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1.2.1 Use of business address: According to the location selected.
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1.2.2 The Provider will receive mail addressed to Member and depending
on the option chosen either arrange for the collection of such mail by
the Member or post such mail on to the Member at the address shown in
the agreement or such other single UK address as shall have been
notified in writing by the Member to the Provider. In the event that the
Provider receives more than 100 items of mail per month on behalf of the
Member, the Member shall then pay a handling fee as per current price
list.
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1.2.3 Mail received by the Provider will be forwarded to the Member, at
the frequency requested by the Member or collected by the Member.
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1.2.4 Mail forwarding will take place between the hours of 8:30AM and
5:30 PM weekdays (other than UK bank and public holidays) and shall be
charged as per current price list.
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1.2.5 Mail collection by the Member shall happen between the hours of
8.30AM to 5:30 PM weekdays (other than UK bank and public holidays). A
monthly fee for mail box rental shall be charged to the Member as per
current price list.
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1.3. Virtual office - Telephone Answering
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1.3.1 The Provider will supply the Member with an own dedicated
telephone number, either with a voicemail or switchboard answering
service. If the Member requires additional lines (and the Provider
consents to the same) a further monthly fee for each additional line
shall be required.
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1.3.2 The Provider where required shall forward calls to the Member at
the single telephone number nominated by the Member, and/or to up to 3
employees of the Member at the nominated number of the employees, at the
additional per person cost. The Member or employee may alter the number
each has nominated on not less than 1 working day's notice to the
Provider but for any number altered more than once in any period of 7
days the Provider will charge an administration fee as per current price
list for each additional number change. The Provider agrees to handle
100 calls per month. Call handling exceeding 100 calls per month will be
charged as per current price list.
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1.3.3 The transmission of messages shall be made between the hours of
8:30 and 5:30 PM weekdays (other than UK bank and public holidays) and
shall be charged at the Provider's then current rate.
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1.3.4 Messages shall be sent by email or SMS, depending on the option
chosen by the Member. Messages will be charged as per current price
list. Messages cannot be held for collection.
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1.3.5 The Provider will charge call forwarding fees to the Member, as
per current price list.
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1.3.6 The telephone number remains property of the Provider.
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1.4 Virtual Office Premium
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1.4.1 Use of Business address: According to the location selected.
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1.4.2 The provider will receive mail addressed to Member and depending
on the option chosen either arrange for the collection of such mail by
the Member or post such mail to the Member at the address indicated on
this agreement or such other single UK address as shall have been
notified in writing by the Member to the Provider. In the event that the
Provider receives more than 100 items of mail per month on behalf of the
Member, the Member shall then pay a handling fee as per current price
list.
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1.4.3 Mail received by the Provider will be forwarded to the Member, at
the frequency requested by the Member or collected by the Member.
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1.4.4 Mail forwarding shall be made between the hours of 8.30am and
6.00pm weekdays (other than UK bank and public holidays) and shall be
charged as per current price list.
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1.4.5 Mail collection by the Member shall happen between the hours of
8.30AM to 5.30PM weekdays (other than UK bank and public holidays). A
monthly fee for mail box rental shall be charged to the Member as per
current price list.
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1.4.6 The Provider will supply the Member with an own dedicated
telephone number, either with a voicemail or switchboard answering
service. If the Member requires additional lines (and the Provider
consents to the same) a further monthly membership fee for each
additional line shall be required.
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1.4.7 The Provider where required shall forward calls to the Member at
the single telephone number nominated by the Member, and/or to up to 3
employees of the Member at the nominated number of the employees, at the
additional per person cost. The Member or employee may alter the number
each has nominated on not less than 1 working day's notice to the
Provider but for any number altered more than once in any period of 7
days the Provider will charge an administration fee as per current price
list for each additional number change. The Provider agrees to handle
100 calls per month. Call handling exceeding 100 calls per month will be
charged as per current price list.
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1.4.8 The transmission of mail and messages shall be made between the
hours of 8:30AM and 5:30PM weekdays (other than UK bank and public
holidays) and shall be charged at the Provider's then current rate.
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1.4.9 Messages shall be sent by email or SMS, depending on the option
chosen by the Member. Messages will be charged as per current price
list. Messages cannot be held for collection.
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1.4.10 The Provider will charge call forwarding fees to the Member, as
per current price list.
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1.4.11 The telephone number remains property of the Provider.
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1.5 Hot Desk
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1.5.1 The Provider will supply the following accommodation services to
the Member during normal opening hours (which may change from time to
time and from centre to centre) of 8.00AM to 5.30PM Monday to Friday
(other than UK public and bank holidays):
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1.5.1.1 The use of a workstation (being the desk and chair),
including internet connection, up to the number of hours included in
the hot desk package chosen;
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1.5.1.2 The heating, lighting, cleaning and maintenance of the
workstation and the business centre;
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1.5.1.3 The use in common with others of equipment and those parts
of the business centre intended by us for use by the member and
others including the kitchen (if any) and communal areas, but
excluding the meeting rooms, unless previously booked, and charged
as per current price list.
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1.5.2 The Provider may at any time, and in its absolute discretion,
assign the Member to any workstations in the business centre.
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1.5.3 If no workstation is available for use to the Member, the Provider
can at its discretion offer usage of internal interview rooms in lieu.
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1.6 Meeting and conference rooms
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1.6.1 The Provider will supply usage of meeting room(s) to the member
during normal opening hours (which may change from time to time and from
centre to centre).
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1.6.2 The meeting rooms are located at various New Italian Services Ltd
locations.
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1.6.3 The Provider will supply use of meeting facilities, provided
booking has been confirmed in writing by the Member. The Provider cannot
guarantee availability at all time.
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1.7 Serviced Office (Workstations)
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1.7.1 The Provider will supply the following accommodation services to
the Member during normal opening hours (which may change from time to
time) of 8.30AM to 5:30PM Monday to Friday (excluding public and bank
holidays):
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1.7.1.1 The use of a workstation (being the desk, chair and storage
cabinet but excluding any computing and telephone facilities) to
which the Member will be assigned from time to time in the business
centre stated in the Agreement;
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1.7.1.2 The heating, lighting, cleaning and maintenance of the
workstation and the business centre;
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1.7.1.3 The use in common with others of equipment and those parts
of the business centre intended by the Provider for use by the
Member and others including the kitchen (if any) and communal areas.
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1.7.2 At the discretion of the Provider, the full time Member and the
registered members can have access to the business centre from 7.00 to
24.00 Monday to Sunday (or other access hours and agreed with the
Provider in writing). No visitors will be allowed in the business centre
before and after reception normal hours and during week-end and bank and
public holidays. Members enjoying this extended access will be given an
entry access card. This card remains property of the Provider at all
times. Lost entry cards must be notified immediately to the Provider and
a handling / replacement fee will apply.
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1.7.3 The provider may at any time, and in its absolute discretion,
assign the Member to a different workstation to that previously used, in
a different location within the business centre.
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1.7.4 On moving in, the Member may be asked to sign an inventory of all
workstations, furniture and equipment permitted to use, together with a
note of its condition and details of the cards or entry keys issued to
the Member.
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1.8 Additional services
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1.8.1 The Provider will for the period of this Agreement may provide
such secretarial, catering and other business services as indicated in
the price list, as requested by the Member, subject to availability and
charged at the Provider's then current price list.
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1.8.2 The additional services as per clause 1.7.1 may be reserved in
advance by the Member subject to availability but the Provider does not
guarantee that the additional services will be available to the Member.
Payment
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2.1. The Member agrees to pay the Provider a monthly fee in respect of the
services until this agreement is terminated by either party, as per clause
5. Duration and Termination. This fee, plus VAT, is payable in respect of
services to be provided during the following month in advance in full on the
20th day (or such other day as we designate) of each month. The first
proportionate payment for the services will be payable in full, as per
clause 2.7 – Initial Payment Schedule.
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2.2. The Member also agrees to pay fees in respect of such additional
services as required from time to time. Such additional fees may be fixed
monthly fees or variable fees, depending on the additional services
required, and will be calculated in accordance with the current price list.
In the case of additional fixed fees, such fees, plus VAT, shall be payable
in advance in full on the 20th day (or such other day as we designate) of
each month. The first proportionate payment of such fixed monthly fees will
be payable on the first date such services are provided to the Member in
respect of the provision of such services from that date to the end of that
calendar month. In the case of additional variable fees, such fees shall be
invoiced in arrears and are payable within 7 days from invoice date.
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2.3. All banking charges will be born by the Member.
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2.4. If payment is not made within 7 days of the due date the Provider shall
be entitled to a late payment compensation fee of £40.00 (forty) plus VAT
(or £70 if the amount is above £1,000) in addition to interest on the sum
due at the base rate of Bank of England + 12% per annum, calculated on a
daily basis.
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2.5. In the event of the Member failing to discharge his liability to the
Provider for the services provided by the Provider within 7 days of such
payment becoming due, the Provider shall be entitled (i) to retain any
correspondence addressed to the Member and telephone messages intended for
the Member until the Member makes the payment owing to the Provider (ii) to
exclude the Member from further use of any services facilities and equipment
until all outstanding sums are paid and (iii) forthwith to terminate this
Agreement.
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2.6. If the Member disputes any part of an invoice, he/she must pay the
amount not in dispute by the due date. The Provider reserves the right to
withhold services while there are any outstanding fees and interest or the
Member is in breach of this Agreement.
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2.7. Initial payment schedule
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2.7.1. The Member will settle the monthly fees fully in advance
according to the Service / Package chosen:
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2.7.1.1. Minimum initial payment for Virtual office service. 2 month
+ the number of days remaining to the end of the 3rd calendar month
(i.e. if contract is signed on 15th March, minimum payment to 31st
May);
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2.7.1.2. Minimum initial payment for Serviced offices (workstation)
service is: 1 month + the number of days remaining to the end of the
2nd calendar month (i.e. if contract is signed on 15th March,
minimum payment to 30th April);
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2.7.1.3. Hot Desk and meeting and conference rooms usage fees are
payable fully in advance.
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2.8 Special offers. Everynow and then the provider may send special
promotions and offers to its members. Unless otherwise agreed in writing
these offers, once accepted, are strictly not refundable.
Provider's rights and responsibilities
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3.1. The Provider may by notice suspend the provision of services (including
access to the Business Centre) for reasons of political unrest, strikes, or
other events beyond our reasonable control.
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3.2. The Provider is not liable for any loss as a result of failure to
provide a service as a result of mechanical breakdown, strike, delay,
failure of staff, termination of its interest in the building containing the
business centre or otherwise, unless it does so deliberately or are grossly
negligent. The Provider is also not liable for any failure until the Member
has informed the Provider and given a reasonable time to put it right. The
Member agrees that the Provider will not have any liability for any loss,
damage or claim which arises as a result of, or in connection with, this
agreement and/or the use of the services except to the extent that such
loss, damage, expense or claim is directly attributable to its deliberate
act or its gross negligence. The Provider will not in any circumstances have
any liability for loss of business, loss of profits, loss of anticipated
savings, loss of or damage to data, third party claims or any consequential
loss. The Provider strongly advises the Member to insure against all such
potential loss, damage, expense or liability.
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3.3. Unless there is an emergency, the Provider will as a matter of courtesy
try to inform the Member in advance when it needs to carry out testing,
repair or works other than routine inspection, cleaning and maintenance.
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3.4. The Provider will use all reasonable endeavours to ensure accurate and
expeditious handling of communications for the Member but no responsibility
shall attach to the Provider or its staff or agents for any injuries, damage
or loss howsoever arising or to whomsoever caused.
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3.5. The Provider shall have no liability to the Member in respect of any
act, omission, neglect, delay or default by any of the Provider's staff or
agents and whether in contract or in tort.
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3.6. In the event of any parcel chattel packet or other object than mail
addressed to the Member being delivered at the Premises, the Provider will
bear no responsibility in the event of the Member or the sender failing to
remove the same within one month of receiving notice from the Provider of
receipt of such item.
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3.7. The Provider shall not accept any item which exceeds 5kg in weight, 18
inches in any dimension or 1 cubic foot in volume.
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3.8. The Provider in its absolute discretion shall be entitled to (i)
destroy any mail or messages not collected in accordance with these Terms
and Conditions of Sales and (ii) refuse to accept any quantity of items
which the Provider considers unreasonable.
Member's rights and responsibilities
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4.1. The Member shall be entitled to receive the services subject to these
Terms and Conditions.
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4.2. The Member must only carry on business in the name specified on the
Agreement or some other
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4.3. The New Italian Services Ltd brand and logo are registered Trade Marks
of the Provider. Members may not use the New Italian Services Ltd logo and
brand in any do document or publication, including the internet and in any
way in connection with his/her business, unless previously agreed in writing
with the Provider.
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4.4. The Member must only use the business centre for office purposes, and
only for the business stated in the Agreement or subsequently agreed with
the Provider.
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4.5. The Member will not carry on any business which could be construed by
the Provider as illegal, defamatory, immoral or obscene and will not use the
business centre whether directly or indirectly for any such purpose.
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4.6. The Member must not carry on a business which involves frequent visits
by members of the public or which competes with the Provider business.
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4.7. The Member must not put up any signs on any part of the workstations or
business centre unless previously agreed with the Provider.
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4.8. The Member may use the address of the business centre as his/her
business address, but not as the Registered Office of your business, unless
previously agreed with the Provider, and in this case there will be a
further charge as per current price list.
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4.9. The Member will not be allowed to use the business centre outside of
normal working hours unless specifically authorised in writing in
exceptional circumstances.
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4.10. The Member's obligations are to pay the stipulated fee and the costs
of all other services provided on the due dates and to perform all of the
obligations on the part of the Member contained in the Agreement.
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4.11. The Member will fully indemnify the Provider against any expenses cost
claims damages or penalties incurred by the Provider in connection with this
Agreement howsoever occasioned.
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4.12. The Member will not send or deliver or cause to be sent or delivered
to the Location any noxious harmful dangerous live perishable or bulky
objects.
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4.13. It is the Member's responsibility to arrange insurance for his/her own
property, brought into the business centre and for his/her own liability for
employees and to third parties.
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4.14. While the Agreement is in force and for six months after it ends, the
Member must not solicit or offer employment to any of the Provider's staff.
If the Member does so, the Provider estimates its loss at the equivalent of
one year's salary for each of the employees concerned and the Member must
pay the Provider damages equal to that amount.
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4.15. When the Member makes use of the Provider's offices and meeting rooms
the Member agrees that:
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4.15.1. Such offices and meeting rooms shall be used for general office
purposes only.
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4.15.2. The Member shall maintain the offices and meeting rooms in their
existing condition and shall notify the Provider immediately of any
damage caused by the Member and the Member's employees and visitors.
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4.15.3. The Member shall be liable for all damage caused by the Member
and the Member's employees and visitors.
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4.16. The common areas of the Premises will only be used in such a way as to
have regard to the rights and interests of other users.
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4.17. The Member must take good care of all parts of the business centre,
its equipment, fittings and furnishings. The Member must not alter any part
of it. The Member is liable for any damage caused by the Member or those in
the business centre with his/her permission or invitation.
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4.18. The Member must not install any furniture or office equipment,
cabling, IT or telecoms connections without the Provider consent, which it
may withhold at its absolute discretion
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4.19. Any keys or entry cards issued to the Member remain the Provider's
property at all times. The Member must not copy them or allow anyone else to
use them without the Provider consent. Any loss must be reported to the
Provider immediately and the Member must pay the cost of replacement keys or
cards and of changing locks, if required.
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4.20. The Member agrees to comply with the procedures and regulations which
the Provider imposes generally on users of the business centre for health
and safety and other reasons. It is the Member's responsibility to ensure
that everyone in the business centre with his/her permission or invitation
also complies with these house rules.
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4.21. The business centre is an open-plan space and the Member must at all
times respect the privacy and convenience of others using that space. The
Member agrees not to do anything that will cause any nuisance or annoyance,
that will interfere in any way with the use of the business centre, that
will increase the insurance premiums that the Provider have to pay or cause
loss or damage to the Provider or to the owner of any interest in the
building which contains the business centre.
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4.22. The Member must supply copies of minimum 2 (two) personal
identification documents, to be chosen among: passport, ID with photo,
driving licence with Photo, utility bill. Failure to present the required
copies of these documents within 14 days from signing the Agreement may
result in the Agreement being terminated and initial payment retained.
Duration and termination
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5.1. Standard Duration and Termination Terms and Conditions
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5.1.1. The Provider may terminate this Agreement immediately by giving
notice to the Member if:
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5.1.1.1. The Member becomes insolvent, go into liquidation or become
unable to pay the outstanding debts to the Provider when due;
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5.1.1.2. The Member is in breach of one of his/her obligations under
this Agreement which cannot be put right or which the Provider has
given notice to put right and which the Member has failed to put
right within 7 days of that notice; or
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5.1.1.3. The Member's conduct or that of someone at the business
centre with the Member's permission or at his/her invitation, is
incompatible with ordinary office use or does not comply with the
house rules.
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5.1.2. If the Provider is no longer able to provide business
accommodation and services at the business centre stated in the
Agreement, then the Agreement will end and the Member will only have to
pay fees up to the date it ends and for the additional services used.
The Provider will try to find suitable alternative business
accommodation for the Member at another New Italian Services Ltd centre
accepts no liability if it is not able to find an alternative service
provider.
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5.1.3. If the Member is dissatisfied with the services for any
reasonable reasons the Member may cancel this Agreement by giving
written notice to the Provider within 14 days from the Commencement Date
of this Agreement whereupon this Agreement shall determine immediately
and the Provider shall refund the deposit and monthly fee less any
optional additional charges that have not yet been paid for. Any setup
fees and membership fees are not refundable.
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5.1.4. If the Provider ends this Agreement for any of the reasons in
clause 5.1, the standard termination terms and conditions, it does not
put an end to any outstanding obligation the Member may have and the
Member must: pay for additional services used and pay the service fees
for the remainder of the period for which the Agreement would have
lasted had the Provider not ended it, or, if longer, for the period of
one month; and indemnify the Provider against all costs and losses
incurred as a result of the termination.
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5.1.5. When the Agreement ends, it will be the Member responsibility to
notify people that the Member is no longer using the address of the
business centre. Unless arrangements are made for the Member's mail to
be forwarded to an address specified by the Member, and mail forwarding
fees are charged to the Member as per current price list, the Provider
may destroy or return to sender all mail which arrives at the business
centre. The Member agrees that the Provider will have no responsibility
to the Member in respect of any such mail.
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5.2. Duration and Termination Terms and Conditions applicable to Membership
Card
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5.2.1. The Agreement shall (subject to the Providers rights of
determination in accordance with these Terms and Conditions) subsist of
a minimum period of one year from the Commencement Date specified in the
Agreement. The Membership card will be automatically renewed at each
yearly interval from the Commencement Date, for additional periods of 12
months, unless terminated by either party with a 90 days written notice
to the other or pursuant to standard termination clause.
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5.3. Duration and Termination Terms and Conditions applicable to Virtual
office.
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5.3.1. The Agreement shall (subject to the Providers rights of
determination in accordance with these Terms and Conditions) subsist for
a minimum period of 2 months + the number of days remaining to the end
of the 3rd calendar month from the Commencement Date specified in the
Agreement and shall continue until determined by a termination notice of
2 months + the number of days remaining to the end of the 3rd calendar
month by either party to the other or pursuant to standard termination
clause.
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5.4. Duration and Termination Terms and Conditions applicable to Hot Desk
Service
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5.4.1. The agreement will terminate immediately upon full usage of the
hot desk allowance.
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5.4.2. The Member cannot claim refund for hot desk hours not used.
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5.5. Duration and Termination Terms and Conditions applicable to Meeting
Room Service
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5.5.1. Cancellation terms for Members
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5.5.1.1. More than 48 Hours Notice: 50% Total Cost;
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5.5.1.2. Less than 48 Hours Notice: 100% Total Cost.
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5.5.2. Cancellation terms for Non Members
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5.5.2.1. Less than 48 Hours Notice: 100% Total Cost
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5.5.2.2. Less than 7 days notice and more than 48 hours: 50% Total
Cost.
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5.5.2.3. More than 7 days: 20% Total Cost.
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5.6. Duration and Termination Terms and Conditions applicable to Serviced
office (workstations) service
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5.6.1. The Agreements lasts from the Starting date as stipulated in the
Service Agreement to End date as stipulated in the Service Agreement,
and in any case for a minimum period of two months. The Agreement can be
terminated earlier by the Provider giving at least one month notice to
the Member. If the Member wishes to use the business centre for longer,
he/she may enter into another agreement with the Provider.
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5.6.2. When the Agreement ends the Member must vacate the workstation
immediately, leaving it in the same condition as it was when the Member
was assigned to it, save for fair wear and tear. The Provider may
dispose of any property the Member leaves in the business centre in any
way it chooses without owing the Member any responsibility for it or any
proceeds of sale.
Our limitation of liability
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6.1. Client acknowledges that due to the imperfect nature of verbal, written
and electronic communications, the Provider is not responsible for the
negligence and/or failure to furnish any service, including but not limited
to the service of conveying messages, communication and other utility or
services or any of it's Affiliates, Landlord, Suppliers and any of their
respective Officers, Directors, Employee, Partners, Agents and
Representatives. The Member sole remedy and Provider's sole obligation for
any failure to render any service, any error or omission, or any delay or
interruption of any service, is limited to an adjustment to the Member's
bill in an amount equal to the charge for such service for the period during
which the failure, delay or interruption continues.
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6.2. With the sole exception of the remedy described above, client expressly
and specifically agrees to wave, and agrees to wave, and agrees not to make,
any claim for damages, direct or consequential, including with respect to
lost business or profits, arising out of any failure to furnish any service,
any error or omission with respect there to, or any delay or interruption of
services. Centre disclaims any warranty of merchantability or fitness for a
particular purpose.
License agreement. This agreement is not a lease or any other interest in real
property. It is a contractual arrangement that creates a revocable license.
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7.1. The Provider retains legal possession and control of the Centre and the
office assigned to Member. The Provider's obligation to provide the Member
space and services is subject to the terms of Provider's lease with the
Building. This agreement terminates simultaneously with the termination of
the Provider's master lease or the termination of the operation of the
Provider for any reason. As Provider's Member, the Member does not have any
rights under Provider's lease with Provider's landlord. When this agreement
is terminated because the term has expired or otherwise, the Member's
license to occupy the Centre is revoked. Member agrees to remove their
personal property and leave the office as of the date of termination. The
Provider is not responsible for property left in the office after
termination.
Damages and insurance
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8.1. The Member is responsible for any damage the Member cause to the
Provider or Member's office(s) beyond normal wear and tear. The provider has
the right to inspect the condition of the office from time to time and make
any necessary repairs.
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8.2. The Member is responsible for insuring their personal property against
all risks. The Member has the risk of loss with respect to any of their
personal property. The Member agrees to waive any right of recovery against
the Provider, its directors, officers and employees for any damage or loss
to the Member's property under their control. All property in the Member's
office(s) is understood to be under the Members control.
General
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9.1. Any notice given by either party shall be in writing and shall be
deemed sufficiently served (i) in the case of notice to the Provider at the
Premises or such offer addresses or shall have been notified by the Provider
for the receipt of notices and (ii) in the case of notice to the Member at
the addresses indicated in the Agreement or such other addresses have been
notified by the Member to the Provider for the receipt of notices, including
at the email address of the Member.
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9.2. Any notice sent by post should be deemed received by the addressee in
the normal course of posting.
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9.3. All formal notices must be in writing and will be considered given to
the Provider if delivered personally to the Provider at the business centre,
or sent by courier or first class post to its Registered Office address or
to the address indicated in the Agreement.
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9.4. The terms of the Agreement are confidential. Neither party must
disclose them without the other's consent unless required to do so by law or
an official authority. This obligation continues for 1 year after the
Agreement ends.
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9.5. Except where we are grossly negligent, you must indemnify us in respect
of all liability, claims, damages, loss and expenses which may arise:
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9.5.1. if someone dies or is injured in the workstations is use;
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9.5.2. from a third party in respect of the use of the business centre
and the services;
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9.5.3. if the Member does not comply with the terms of the Agreement.
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9.6. The member must also pay any costs, including reasonable legal fees,
which the Provider incurs in enforcing the Agreement.
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9.7. The Agreement is personal to the Member and is not capable of
assignment.
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9.8. The Provider may transfer the benefit of the Agreement and its
obligations under it at any time.
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9.9. The invalidity or unenforceability of any terms of the Agreement will
not impair the validity of any other terms. No waiver of any default by the
Member will be implied from the Provider failure to take action in respect
of such default.
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9.10. The Member agrees that the Provider may process, disclose or transfer
(including outside the EC to any countries) any personal data which it holds
on or in relation to the Member, provided that in doing so the Provider take
such steps as it considers reasonable to ensure that it is used only:
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9.10.1. to fulfil the Provider obligations under this Agreement;
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9.10.2. for work assessment and fraud prevention; and
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9.10.3. to make available information about new or beneficial products
and services offered by the Provider and other organisations which it
considers may be of interest to the Member.
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9.11. The Agreement shall be governed by and construed in accordance with
the laws of England. We both accept the non-exclusive jurisdiction of the
English courts.
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9.12. The Agreement creates no rights in any third parties to enforce its
terms pursuant to Section 1 of the Contracts (Rights of Third Parties Act
1999).