The following Terms and Conditions are a material part of the Virtual Member Service Agreement by and between the Center and Client identified on the summary of terms to which this is attached.


As a client of the Center, you will have access to the Center during normal hours of operation for the Center, Monday through Friday, excluding holidays. These hours may change with 30-day prior written notice. Only Access members are allowed extended use of the common areas of the Center on a shared basis with other clients and in accordance with the policies estab- lished by the Center, specifically paragraph 15 as listed below and unless otherwise outlined in your Center Service Agreement. Changes or cancellations to this agreement need to be requested in writing with a 30 day notice given on the first of any given month for changes/cancellation to take effect at the end of that month. Standard service fees will not be adjusted due to center closure; including holidays, inclement weather, or any other reason.


The Client hereby agrees to adhere strictly to the regulations set forth by the United States Postal Service (USPS) throughout the term of this Agreement. This includes maintaining a current and duly completed Form PS 1583, along with all requisite supporting documentation, such as valid photo identification, as mandated by USPS regulations.

Obligation to Maintain Documentation. The Client is required to keep the completed Form PS 1583 and copies of each required identification and address document on file at the Commercial Mail Receiving Agency (CMRA) business location. These documents must be clear, legible, and readily available for examination by USPS representatives and postal inspectors at all times. It is imperative that all Form PS 1583 submissions be notarized. The Center offers notary services on-site for a fee of $5.00 per document.

Failure to Comply Should the Client fail to comply with the guidelines set forth by the Commercial Mail Receiving Agency (CMRA) or fail to respond promptly to the Center’s requests for compliance, the Center reserves the right to terminate this Agreement with immediate effect. This action is to prevent any breach of USPS regulations and to mitigate the risk of service suspension by the United States Postal Service.

Rights of the CMRA Furthermore, the CMRA is hereby granted the right to enter the information provided by the Client on each Form PS 1583 into the USPS CMRA Customer Registration Database and to upload a clear and legible copy of each required identification document. This is to ensure compliance with USPS regulations and to facilitate the seamless provision of mail receiving services.

By entering into this Agreement, the Client acknowledges their understanding of these requirements and commits to full compliance as a condition of their continued use of the CMRA’s services.


The Center offers various services on an as requested basis for fees established by the Center. Additional amenities include: fast & secure wifi, HDTV for presentation display, audio visual equipment, color printer/copier/scanner, local & long distance calls,
on-site manager & professional receptionist greet you and your guests, fully equipped & stocked cafe, Cable TV in Cafes & Lounges and networking opportunities and community events. A Member Services Menu is included as part of these terms and conditions. These services and prices are subject to change. Clients will be given 30 days written notice of any changes. Fees are billed to your account and are payable per Paragraph 3 below. The Client is liable for all fees for services requested or autho- rized by Client’s employees or other persons with apparent authority to act on your behalf.


Upon execution of this Agreement, you are obligated for the monthly service fee for the entire term of this Agreement. All Contract Charges and variable charges are due on the first (1st) calendar day of each month. The Contract Charges are paid in advance and variable charges are paid in arrears. All payments made to the Center shall be first be applied and credited to arrearage and late fees, if any, and then to any other balance then due. LATE FEES WILL BE APPLIED TO ALL BALANCES THAT ARE UNPAID BY THE FIFTH (5th) CALENDAR DAY OF EACH MONTH. Client agrees to pay a late fee equal to 10% or $50.00, whichever is greater. All credit card payments are subject to a 2.99% third party credit card processing fee. Upon execution of this agreement, you must pay the first month’s Contract Charges, set-up and installation fees and refundable deposits specified in the Schedule of Terms. Deposits will not be kept in a separate account from other funds of Center and no interest will be paid to you on any deposit moneys we hold. Deposits may be applied to any fees or other amounts due and unpaid at any time in our sole discretion. If so applied, Client is required to replenish the deposit to the amount originally required or to a greater amount, if we determine necessary based on your payment history. The deposit cannot be used as the final month of services. And if the Contract Charges total amount increases,so will the Client’s required service deposit accordingly. The deposit (less amounts applied to your obligations hereunder) will be refunded to you approximately sixty (60) days after the end of the term of this Agreement.

5. USE.

You may only use the Center for the conduct of general office use and for no other purpose. You will observe and strictly comply

The Centers current Rules and Regulations are attached hereto. We reserve the right to amend or supplement the Rules and Regulations at any time by informing you in writing of any such change. You are responsible for ensuring that all persons present in the Building or the Center at your invitation or request also comply with the Rules and Regulations.


You acknowledge that due to the imperfect nature of verbal, written and electronic communications, neither the Center, the Building landlord nor their respective officers, directors, employees, agents or affiliates shall be responsible for damages, direct, indirect or consequential, resulting in whole or in part from the failure to furnish any service, including conveying telephone messages, faxes and other communications. Your sole remedy and our sole obligation for any failure to render any service, any error or omission, delay or interruption of any service, is an adjustment to your account for the charges for such service for the period during which the failure, error, delay or interruption continues. No adjustment will be made if the failure, error, delay or interruption of service occurs while you are in default under this Agreement.

With the sole exception of the remedy set forth in the immediately preceding paragraph, Client expressly and specifically waives and agrees not to make any claim for damages, direct, indirect or consequential, including but not limited to damages for lost business or profits, arising out of any failure to furnish any service, any error or omission with respect to any service, or any delay, interruption or suspension of services for any reason. To the fullest extent permissible under applicable law, Center disclaims any and all warranties with respect to the services provided or to be provided to Client, with respect to the Facility, the Building and any property or service related thereto, whether or not specifically mentioned herein, including any warranty of merchantability or fitness for a particular purpose.


The business center, its property and possessions remain in sole control of Center. Client acknowledges that this agreement is a license agreement and creates no tenancy interest, leasehold estate or other real estate interest with respect to accommodation. This Agreement is a contractual arrangement under which the Client is granted a license to use certain areas of the Center upon payment of the fees and charges set forth herein. Center retains sole and exclusive legal possession and control of the entire Center. This Agreement and the rights and duties of both the Center and the Client are subject to the terms of the Center’s lease with the Building landlord. This Agreement terminates simultaneously with the termination of Center’s lease or the termination of the operation of Center for any reason. You acknowledge that you do not have any rights under the Center’s lease with the Building landlord. Upon the termination of this Agreement for any reason, whether at expiration of the term or otherwise, your license to occupy the Center is automatically revoked.


You are responsible for any and all damage to the Center, the Building or any personal property of others therein if such damage is caused by you, your employees, agents, contractors, invitees or guests. Client is solely responsible for maintaining at your own expense personal property insurance and commercial general liability insurance for covering you, your guests, your property, property loss and damage.


You acknowledge and agree, on behalf of yourself, your employees, agents, invitees and guests, that the Center is not responsi- ble for damage to or loss of any personal property in the Center (whether such personal property belongs to you, your employ- ees, agents, invitees or guests or is otherwise under your control), nor for any claims for damages for personal or bodily injury or death suffered by you, your employees, agents, invitees or guests, whether caused by the act or omission of the Center or its employees or any other person or event, including our own negligence, and you hereby waive all such claims and rights of recovery against the Center, its affiliates, and their respective officers, directors, employees and agents (collectively, the “Center and its affiliates”). You agree to indemnify, defend and hold the Center and its affiliates harmless from all claims for personal or bodily injury or death unless caused solely and directly by our gross negligence. You further agree to indemnify, defend and hold the Center and its affiliates harmless from all claims for loss or damage suffered by or claimed against the Center or its affiliates, directly or indirectly, arising, in whole or in part, from (a) your use of the Center or the conduct of your business therein,
(b) any negligent act or omission of Client, its employees, contractors, agents, invitees or guests, and (c) your breach of this Agreement.


If you fail to pay any service fees or other charges when due and that failure continues for five (5) days after we notify you inafter we notify you in writing, you will be in default of this Agreement. If the failure in performance cannot be corrected or if you repeatedly fail to perform your obligations, or if you engage in any illegal conduct in or about the Center or the Building, you shall be in default immediately upon the occurrence of such event without any notice and without any opportunity to cure.


On default, we take any one or more of the following actions, without resort to legal process and without further notice to you:

  1. Terminate this Agreement;
  2. Demand immediate payment of all unpaid fees and charges, including all standard service fees for the remainder of the term of the Agreement, including any extensions;
  3. Deny you access to the Center and cease providing any or all services including telephone service;
  4. Take any step that is reasonably necessary to prevent Objectionable Conduct; and
  5. Pursue any other remedies allowed by law.
  6. In the case of default, Center is not responsible for the condition of personal items left on premises by Client.


If we accept partial performance or payment from you, it will not constitute a waiver of our rights for your default. No matter how many times we allow a default or variance in your performance, we may at any time, without notice, require strict adherence to this Agreement, prohibit future variances or pursue our remedies for existing defaults. This Agreement can only be amended in writing signed by the center and the Client and no conduct by the parties will change the terms of this Agreement. You acknowl- edge that we may pursue our remedies for your default in whatever order or manner we choose. If we elect to terminate services to you upon your default, we are not limiting in any manner any other right or remedy we may have.


Should Client and Center agree to restore services after default status has been cured, Center has forty-eight (48) hours, holidays excluded, to restore all services. Client will be billed for re-connect fees equal to those of Installation Fees for same services.
During Default period, Contract Charges will continue to accrue, and will be due in full, whether client had access to services during that time or not.


During the term of this Agreement and for twelve (12) months afterwards, you agree that you will not solicit or offer employment to any of the Center’s employees or anyone who has been employed at the Center within the past ninety (90) days, regardless of resignation or termination. If you breach that agreement or if you hire one of our employees during that period, you must compen- sate us for the loss and damage we will suffer as a consequence and you agree to pay us the equivalent of one year’s salary for each of the employees concerned.


Upon the expiration of the initial term, the Agreement shall go on a month to month term. Upon completion of the initial term, Client or Center may terminate at any time with thirty (30) day written notice given from the 1st of any month. If standard service fees are going to change, Center agrees to give Client written notice 30 days prior to said change. If you do not want the term of this Agreement to renew, you must give us written notice not less than thirty (30) days prior to the scheduled end of the term. Likewise, if we do not want the term of this Agreement to renew, we must provide you with written notice within the same time periods.


Only as Access members of the Center, will you have extended use of the common areas in the Center and on a shared basis with other clients and in accordance with the policies established by the Center. These common areas include the Executive Café and Business Lounge. These areas are designated as a facility amenity/on-demand workspace but are not intended for the purpose of hosting meetings, collaboration or interviews. While Executive Café and Business Lounge access are included, these areas cannot be used outside of normal business hours and are location specific.


Children must always be under the supervision of a parent or an adult guardian while present in the office. It is the responsibility of clients to make sure their children, as well as those of their guests and visitors, neither pose a safety risk to themselves or others nor cause damage to the property of the center or its tenants. The center disclaims liability for any injuries to children or damages caused by them within the office premises. Furthermore, clients are required to ensure that their children’s presence does not interfere with the productivity of others, which includes keeping noise levels low and work areas free from distractions. While children are allowed in common areas such as lobbies and break rooms, they must not disrupt ongoing activities nor access restricted areas including occupied meeting rooms, phone booths, and private offices. Additionally, children should not obstruct the completion of janitorial services during or after business hours. Running in the hallways is explicitly prohibited. It is hereby stipulated that the parent or legal guardian shall bear full financial responsibility for any costs, fines, or damages incurred as a result of actions taken by their minor children. This includes, but is not limited to, instances where fines are levied due to the minor’s false activation of a fire alarm, or where damage to property necessitates repair or replacement. The parent or guardian shall be obligated to compensate for such expenses in full. Failure to adhere to this policy may lead to the termination of the Office Service Agreement.


  1. Quality of Service.
    Client understands the VoIP quality of service (QoS) is only as good as the internet connection you are using. Center provides professional grade QoS, but client is not guaranteed such grade if they take the equipment to a remote location. Client is also responsible for loss or damage to any equipment taken remotely.
  2. 911 and Service Limitations.
    Center and its selected carriers, by law, has to provide all users with e911 service. This service works differently than traditional wire line 911 emergency services. These characteristics may make e911 services unsuitable for some customers. Client acknowledges that is it the Client’s responsibility to determine the technology or combination of technologies best suited to meet Customer’s emergency calling needs and to make the necessary provisions for access to emergency calling services. All Clients are required to register a physical location of their Equipment with the Center and they also agree to update the location whenever the physical location of their equipment changes. Customer acknowledges that the only mechanism for routing e911 calls to the correct emergency call taker in the physical location currently registered for the account. Customer acknowledges and understands that any enhanced location information passed to an emergency operator will be based upon the physical location provided to the Center by the Client.
  3. e911 Considerations.
    LIMITED AVAILABILITY: customer acknowledges that the Service, including e911 service, will not function in all conditions, including but not limited to the following: absence of electrical power; interruption in internet service, interruption in service due to abuse, fraudulent activity or unresolved billing issues, network issues or latency,
    COST: Center will pass through to Client a mandatory e911 service fee of $25 per use to cover the costs associated with providing the service. This fee will be charged to Client for each occurrence. acknowledges and understands that any enhanced location information passed to an emergency operator will be based upon the physical location provided to the Center by the Client.
  4. 911 Acknowledgement.
  5. Reasonable Use, Prohibited Use and Fraud.
    Any service plans that offer unlimited local and long distance service are intended for reasonable business use of Client only. Reasonable business use does not include autodialing, continuous or extensive call forwarding, use of virtual extensions for regular business use, fax broadcast or blasting, telemarketing, or any other use resulting in improper usage patterns. If Center, in its sole discretion, determines that client is not using the service for reasonable business use, Center reserves the right to immediately terminate or modify the terms of the Client’s service plan.
    Any use of the service or any other action that causes a disruption in the network integrity of Center’s VoIP solution or its vendors, whether directly or indirectly, is strictly prohibited any may result in termination of the Service at the sole discretion of the Center. It is the express intention of the parties that Client, and not the Center, shall bear the risk of loss arising from any unauthorized or fraudulent usage of the service. The Center reserves the right, but is not required, to take any and all action it deems appropriate (including blocking access to particular calling numbers or geographic areas) to prevent or terminate any fraud or abuse in connection with the service, or any use thereof, provided, however, that any such action shall be consistent with applicable federal and state laws, rules, and regulations and provided further that the failure to take any such action shall not limit Client’s responsibility for all usage of the service.
  6. International Rates.
    When Client dials in international phone number or mobile phone number, charges may apply regardless of whether the party on the other line answers the call. Calls made by a Client to an international mobile or premium rate international telephone number may result in higher toll charges. International rates vary by destination country, city, and band and are subject to change without prior notice. You will be charged for all calls in full minute increments. Note that certain limitations apply to Client’s ability to place calls to certain international destinations and types of phones, including but not limited to satellite phones.


  1. All required notices are to be in writing and shall be hand delivered or sent by USPS registered or certified mail, postage prepaid or reputable overnight delivery service with proof of delivery, addressed to the Center or to the Client at the address set forth in the Schedule of Terms.
  2. In the event a dispute arises under this Agreement, you agree to submit the dispute to mediation. If mediation does not resolve the dispute, you agree to submit the matter to binding arbitration. The non-prevailing party shall pay the prevailing party’s attorney’s fees and costs of the arbitration, all as determined by the arbitrator. Furthermore, if a court decision prevents or if we elect not to submit the dispute to arbitration, then the non-prevailing party as determined by the court shall pay the prevailing party’s reasonable attorney’s fees and costs. Nothing in this paragraph will prohibit the Center from seeking equitable relief including without limitation any action for removal of the Client from the Center after the license has been terminated or revoked.
  3. Where this Agreement recites a particular example of the general statement, the inclusion of the particular example does not exclude any other particular instance or circumstance or limit the applicability of the general statement. Thus, when the phrase ‘including’ is used in this Agreement, it means ‘including but not limited to.’
  4. We reserve the right to reassign any meeting room reservation from one requested room to another room within the Center, as long as the replacement room can accommodate the same number of seats (or more) that the original reservation specified.
  5. This Agreement is governed by the laws of the state in which the Center is located.
  6. If client is not paying Center for a service that includes use of the mailing address, client is PROHIBITED from using Center address in print, or otherwise, as Client’s business address.
  7. Client may not assign this Agreement without our prior written consent, which will not be unreasonably withheld. We reserve the right to assign this Agreement and delegate our responsibilities hereunder.
  8. The Agreement, consisting of the Schedule of Terms, the Terms and Conditions, the Rules and Regulations, the IT Policies and Procedures including Schedule A and B, and the Fee Schedule is the entire Agreement between Client and Center and supersedes any and all prior agreements, written or oral. IMPORTANT NOTE: The Rules and Regulations of the Center as in effect from time to time are a material part of the Agreement and you are bound by them and must observe and comply with them at all times.
  9. The Center specifically reserves the right to change the size, configuration, design, layout, location and all other aspects of the Center and Client acknowledges and agrees that the Center or the Center’s landlord may, without incurring any liability to Client and without any abatement of charges or fees under this Agreement, from time to time, close-off or restrict access to the common areas or any other portion of the Building of which the Center is a part for purposes of permitting or facilitating any construction, renovation, alteration, improvements or other modification of the Center or the Building (collectively, “Renovations”), which Renovations may include, without limitation, (i) modifying the common areas and offices to comply with applicable laws and regulations, including regulations relating to the physically disabled, seismic conditions, and building safety and security, and (ii) installing new carpeting, lighting, and wall coverings in the Building common areas, and in connection with such Renovations, Landlord may, among other things, erect scaffolding or other necessary structures in or around the Building, limit or eliminate access to portions of the Building, including portions of the common areas, or perform work in the Building, which work may create noise, dust or leave debris in the Building. Client hereby agrees that neither such Renovations nor the Center’s or its landlord’s actions in connection with such Renovations shall entitle Client to any abatement of fees or charges under this Agreement. Neither the Center nor the landlord shall have any responsibility or for any reason be liable to Client for any direct or indirect injury to or interference with Client’s business arising from the Renovations, nor shall Client be entitled to any compensation or damages for loss of the use of the whole or any part of the Center or of Client’s personal property resulting from the Renovations or for any inconvenience or annoyance occasioned by such Renovations.


The Rules and Regulations are intended for the safety, comfort and well-being of all clients of the Center and the tenants of the Building in which the Center is located.

  1. Client recognizes that the Center is a professional environment and will maintain the Center and dress accordingly.
  2. Entrances, hallways, stairways and elevators shall not be obstructed or encumbered by any client or used for any purpose other than ingress and egress. Nothing shall be placed or left in the common areas of the Center, and the common areas of the Center (cafe, lounges, reception area, hallways) shall not be used to conduct any personal business, such as meetings or phone conversations. The common areas of the Building are under the control of the Building owner and shall be used by clients in strict accordance with the rules and requirements of Building Landlord.
  3. No animals of any kind shall be brought into the Building or the Center except working dogs assisting disabled persons. Nor shall any flammable, combustible, explosive, hazardous or toxic fluid, chemical or substance be brought into the Center.
  4. Client shall not allow or cause disturbing noise or objectionable odors in the Center. Client should not use speakerphones in a shared space as not to disturb other clients. Metro Offices provides an environment for networking opportunities, however, we do not allow solicitation of your services to other members. Client shall refrain from engaging in any Objectionable Conduct and shall refrain from allowing any of its employees, guests or invitees from engaging in Objectionable Conduct. Objectionable Conduct means any behavior that Management determines makes or will make the Center less fit for clients or the Center to conduct business in a professional manner. Objectionable conduct includes, without limitation, any loud, noisy, abusive, violent, intimidating, harassing, or threatening behavior, conduct that interferes with the right of others to properly and peacefully enjoy use of the Center, or conduct that causes conditions that are illegal, dangerous, hazardous, unsanitary or detrimental to other clients or to staff in the Center. Objectionable Conduct also includes when, in Management’s reason able opinion, a Client’s activities or presence in the Center results in a significant, continuing or repeated threat of physical danger to other clients, staff, and/or users of the Center, whether or not Client is capable of controlling such threat. If in Management’s reasonable opinion Client does not comply with this provision, Management may take any step that it believes is reasonably to prevent the Objectionable Conduct from occurring, including, without limitation, the issuance of a barring notice and/or a notice of termination.
  5. All deliveries must be coordinated through us and will take place in such manner and during such hours as the Center may require. We reserve the right to inspect all deliveries brought into the Center and to exclude any deliveries, which violate these rules and regulations or those of the Building. The Center is not liable for any damages or claims arising from deliveries accepted on behalf of client. Unless otherwise arranged with the Center manager, packages/deliveries may not be stored at Center for more than 48 hours. If packages are left at center longer than this, Metro will not be liable for its loss or contents, and additionally, a storage fee of $5/day/item will be incurred.
  6. The Center reserves the right to exclude from the Center at all times any person who is not known or does not properly identify him or herself to Center staff. We may require all persons entering or leaving the Center to register. Each client is responsible for all persons who enter the Building at the request or invitation of such client or to conduct business with the client.
  7. Clients may not use any part of the Center for sleeping or for any illegal purpose.
  8. Only the Center, its staff and the vendors designated by us may provide or perform services for clients of the Center. The employees of Building Management are not available to perform any services for clients and shall not be requested by any client to perform any services or do any work. Contact with Building Management is exclusively through the Center Manager.
  9. Clients may not use the name of the Center or the Building in any of client’s advertising. Any images owned by Metro Offices may not be used without consent from management. During the term of the Agreement, client may use the address of the Center as its business address. Center will comply with the Postal Service regulations regarding Client’s mail. Upon termination of the Agreement, client must notify all parties with whom client does business of their change of address. No client may file a change of address form with the Postal Service. All telephone, facsimile numbers and IP addresses are and remain the sole property of the Center and no numbers will be transferred to any client. For thirty (30) days after the expiration of the Agree ment and client’s departure from the Center, we will provide a client’s new telephone number and address to incoming callers and will hold or forward mail, packages, and facsimiles at no cost to the client. Thereafter, those services remain available to clients at the then applicable fees. At the time of termination, Client will be required to fill out a “Destroy, Hold or Mail” form.
  10. The Center will assess a charge of $75.00 along with any applicable late fees for any check that is dishonored for any reasons. Checks are accepted in payment of fees and charges subject to collection and if a check is dishonored and returned, it will be as if the payment represented by the check had never been made. If a client has two returned checks, thereafter, payment will only be accepted by credit card, cashier’s check or certified funds.
  11. In the event that a client’s credit card is not honored, Client shall pay a twenty-five ($25.00) dollar fee in addition to all other remedies.
  12. If we have discontinued telephone or other services due to a default and thereafter agree to restore services and waive the default, we may require, among other things, that client pay a $100.00 re-connection fee to resume telephone services.
  13. Client shall escort all guests through the suite. No guests are permitted to walk freely around the suite.
  14. To maintain suite security, Client shall keep all security doors closed and locked at all times. Center may have cameras throughout common areas for security purposes.
  15. Client will reserve any meeting facility (meeting room/training room/day office) for usage during normal hours of operation. After hours usage must be pre-arranged and pre-approved for tracking and may incur additional charges.
  16. We reserve the right to rescind, amend, alter or waive any of the Rules and Regulations at any time when, in our sole judgment, it is necessary, desirable or proper for the best interests of the Center and its clients. No rescission, amendment, alteration or waiver of any rule or regulation in favor of one client will operate in favor of any other client and we will not be responsible to any client for the non-observance or violation by any other client of any of the Rules and Regulations