A special thanks to Spacecubed members, Fletcher Law for creating our terms and conditions and legal documents.
Please carefully read these Terms and Conditions.
By accessing the website you agree to be bound by these Terms and Conditions.
These Terms and Conditions constitute the terms of the Membership Agreement between You and Spacecubed,
if you apply and Spacecubed accepts you as a Community Member.
In these Terms and Conditions, unless a contrary intention applies:
“Acceptance” has the meaning given in clause 6.3;
“Account” has the meaning given in clause 4.b);
“Application” has the meaning given in clause 4.c);
“Bank Account” has the meaning given in clause 6.5; “Booking” has the meaning given in clause 11.2;
“Business Day” means a day that is not a Saturday, Sunday or public holiday in Western Australia;
“Card” means a payment card which provides the cardholder electronic access to his or her bank account(s) at a financial institution and includes a debit card and a credit card;
“Cobot” means the Cobot web-based management software, designed by Upstream-Agile GmbH, used to manage co-working spaces;
“Community Manager” means Mr Brodie McCulloch or such other person appointed by Spacecubed from time to time;
“Community Membership Fee” means the annual fee specified on the Website which is payable by You to Spacecubed for Your Spacecubed Community Membership for the Membership Type applicable to You;
“Confidential Information” has the meaning given in clauses 14.1 and 14.2;
“Co-working Space” means those parts of the Premises made available by Spacecubed for use by Spacecubed Community Members for Permitted Activities;
“Good Practice Policy” means Spacecubed’s membership good practice policy, available on the Website, which applies to all Spacecubed Community Members;
“GST” means any goods and services tax under the GST Act or a tax of a like or analogous nature that is imposed, assessed or levied in relation to any supply made of goods, services or any other thing under these Terms and Conditions or via the Website;
“GST Act” means A New Tax System (Goods and Services Tax) Act 1999 (Cth) as amended and any associated legislation and regulations;
“Intellectual Property Rights” means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered;
“Linked Sites” has the meaning given in clause 20;
“Meeting Rooms” has the meaning given in clause 11.1;
“Meeting Room Fee” has the meaning given in clause 11.3;
“Membership Agreement” has the meaning given in clause 6.4;
“Membership Renewal Notice” means a notice from Spacecubed asking You to renew Your Spacecubed Community Membership;
“Membership Type” means either a Standard Community Membership or a Student Community Membership as selected by You;
“Party” means Spacecubed and / or You as the context requires;
“Permanent Desk” means a desk space allocated at the Premises, at Spaceubed’s discretion, for Your exclusive use;
“Permanent Desk Fee” means the monthly fee shown on the Website payable to Spacecubed for a Permanent Desk which is determined by the term of hire selected by You;
“Permitted Activities” means activities permitted at the Premises as set out in the Good Practice Policy;
“Personal Information” means information or an opinion about an individual as defined in section 6 of the Privacy Act 1988 (Cth) which is collected, used, disclosed, stored or handled by Spacecubed;
“Premises” means Spacecubed 45 or such other location that Spacecubed may relocate to or occupy in the future;
“Spacecubed Community” means the community run by Spacecubed comprising all Spacecubed Community Members and the facilities at the Premises;
“Spacecubed Community Member” means a person who is eligible to become and who has become a member of the Spacecubed Community in accordance with these Terms and Conditions;
“Spacecubed Community Membership” means being a Spacecubed Community Member according to Your selected Membership Type;
“Spacecubed Property” means everything in the Premises which is owned by or otherwise controlled by Spacecubed;
“Spacecubed 45” means the premises occupied by Spacecubed and located at ground floor, 45 St Georges Terrace, Perth WA 6000;
“Space Co-working Package” means either a “part time”, “full time” or “24/7 Access” package with the benefits (which are subject to change at Spacecubed’s discretion) listed under that heading in Schedule 2;
“Space Co-working Package Fee” means the monthly fee specified on the Website payable to Spacecubed for each Space Co-working Package;
“Standard Community Membership” means membership of the Spacecubed Community with the benefits (which are subject to change at Spacecubed’s discretion) listed under that heading in Schedule 1;
“Student Community Membership” means membership of the Spacecubed Community with the benefits (which are subject to change at Spacecubed’s discretion) listed under that heading in Schedule 1;
“Username” has the meaning given in clause 5.1;
“Website” means the internet site owned by Spacecubed and operating under the URL www.spacecubed.com;
“Yammer” means the online community known as “Yammer” to which Spacecubed Community Members can go to ask questions, provide feedback, post ideas and source new collaborators;
“You” and “Your” are a reference to you the customer (or the company or organisation you represent); and
“Your Property” means any plant, equipment, documents, possessions or other property that You bring onto the Premises.
You represent and warrant that:
a) You are at least 18 years of age;
b) You have the legal capacity to enter into legally binding contracts under applicable law; and
c) if the Spacecubed Community Member is a company, You are properly authorised to bind the company to the Membership Agreement.
3.1. Spacecubed reserves the right to vary these Terms and Conditions by publishing them on the Website:
a) without giving You notice; and
b) without giving You any explanation or justification for such variation.
3.2. Your continued use of the Website and of the privileges of Your Spacecubed Community Membership will be deemed to be Your acceptance of any variation to these Terms and Conditions.
In order to become a Spacecubed Community Member, You must:
a) meet the eligibility requirements set out in these Terms and Conditions;
b) create an account with Spacecubed by following the instructions on the Website (“Account”);
c) complete and submit the online application form available on the Website (“Application”); and
d) have Your Application accepted by Spacecubed in accordance with clause 6.3.
5.1. To create an Account, You must follow the instructions on the Website. Your username will be the email address You provide when creating an Account (“Username”). You can only have one Account per email address. Your Username must not be one that in Spacecubed’s opinion is inappropriate or offensive and must not infringe upon the rights of any third party. Spacecubed can require You to immediately change Your Username if it thinks it is inappropriate for use in relation to the Website.
5.2. If You choose to use an email address supplied to You by an employer, then You are solely responsible for ensuring that You comply with the rules, policies or protocols that apply to the use of that email address.
5.3. Your Account is non-transferable. You must keep Your Account details safe and must not disclose them to any third party. The Account may be used only by the individual who created it and not by anyone else (unless you first get Spacecubed’s consent). Spacecubed reserves the right to terminate Your Account if Spacecubed has reason to believe that Your Account details are being used by anyone other than You.
5.4. You shall be liable for all activities that are undertaken using Your Account together with the associated password and shall compensate Spacecubed for any and all losses Spacecubed may suffer as a result of any failure by You to keep Your Username and password strictly secure at all times.
6.1.An Application by You is an offer by You to become a Spacecubed Community Member.
6.2.Spacecubed reserves the right to accept or reject Your Application for any reason.
6.3.If Spacecubed accepts Your Application it will notify You by email to confirm acceptance (“Acceptance”).
6.4.A membership agreement between You and Spacecubed will be formed on the terms of these Terms and Conditions (“Membership Agreement”) when Spacecubed emails You notice of its Acceptance pursuant to clause 6.3.
6.5.If Spacecubed rejects Your Application, it will notify You by email to confirm rejection. If payment of the Community Membership Fee (or part thereof) has been made, then the full amount paid will be refunded to the account from which Your payment was made (“Bank Account”).
6.6.To be eligible for Student Community Membership, You must be enrolled at a university or qualifying (at Spacecubed’s discretion) technical and further education institution. Spacecubed reserves the right to require You to provide proof of enrolment.
7.1.By submitting an Application, You agree to pay the Annual Community Membership Fee, in accordance with the payment method notified to You at the time of making Your Application.
7.2.Community Membership Fees are not refundable.
7.3.Payment of the Community Membership Fee will, subject to these Terms and Conditions, entitle you to twelve (12) months’ membership of Spacecubed.
7.4.You may cancel your community membership prior to the end of the 12 months if you become subject to medical incapacity or if you relocate permanently outside of Western Australia. For cancellation due to medical incapacity or relocation, you will only be permitted to cancel your membership if you produce supporting documentation to our satisfaction by an agent or employer certifying your relocation
7.5.Your permitted usage of the Co-Working Space shall be dependent on Your Membership Type and whether You have signed up for a Permanent Desk or Space Co-working Package. If You use the Co-working Space for a greater time than You are entitled, You will be charged by Spacecubed at a rate of $35.00 (plus GST) per day.
8.1.Spacecubed will provide You with a Membership Renewal Notice at least 1 calendar month before the expiry of Your Spacecubed Community Membership which will:
a) set out the Community Membership Fee payable by You (which Spacecubed may change each year at its discretion);
b) set out the due date for payment of Your Community Membership Fee (“Due Date”);
c) set out the payment methods available; and
d) provide You with the ability to notify Spacecubed prior to the Due Date if You do not wish to renew Your Spacecubed Community Membership.
8.2.Unless You notify Spacecubed otherwise, Your Spacecubed Community Membership will be automatically renewed on the Due Date for one further year and the Community Membership Fee applicable for that year will be payable by You.
8.3.If Your Card or Bank Account details provided to Spacecubed for the purposes of making payments by You are no longer current, you must immediately notify Spacecubed of the new details and promptly do all things and provide any signed documentation necessary to enable Spacecubed to process Your payments.
8.4.If You notify Spacecubed prior to the Due Date that you do not wish to renew Your Spacecubed Community Membership, your membership will cease and the further Community Membership Fee will not be payable.
8.5.You agree that if You do not notify Spacecubed pursuant to clause 8.4, Spacecubed can automatically charge Your nominated Card or directly debit your Bank Account with the Community Membership Fee and it will not be refundable. You must advise Spacecubed immediately if Your Card or Bank Account details provided to Spacecubed at the time of submitting the Application are no longer current.
8.6.If Spacecubed does not receive the Community Membership Fee by the Due Date, Your Spacecubed Community Membership will lapse.
9.1.You can obtain additional time in a Coworking Space by signing up for a Space Coworking Package. If You require further information about Space Co-working Packages You should contact the Community Manager.
9.2.Space Coworking Package and Montly Community Membership Fees are payable monthly via direct debit from Your Bank Account or Card.
9.3.You may cancel a Space Coworking Package or Monthly Community Membership with one (1) calendar month’s prior notice in writing.
10.1.Subject to availability, You may sign up for a Permanent Desk. If You require further information about signing up for a Permanent Desk You should contact the Community Manager.
10.2.You may sign up for three (3), six (6) or twelve (12) months’ use of a Permanent Desk after which period Your right to use the Permanent Desk will, subject to the desk remaining available for Your exclusive use, run from one month to the next until You cancel the arrangement by one (1) calendar month’s prior notice in writing.
10.3.Permanent Desk Fees are payable monthly via direct debit from Your Bank Account or Card.
10.4.From time to time Your Permanent Desk may be required by Spacecubed in connection with the hosting of events and you will not be entitled to any compensation for such use. You will be notified in advance of the dates and nature of these events. Spacecubed will attempt to protect Your Property located at Your Permanent Desk from damage or theft. However, Spacecubed does not accept responsibility for any loss or damage suffered by You in relation to damage, theft or misuse of Your Property.
11.1.Spacecubed has meeting rooms (“Meeting Rooms”) located at Spacecubed 45 which, subject to Booking and availability, are available for hire by You. 11.2.Bookings of Meeting Rooms must be made using the online booking request form available on the Website (“Booking”).
11.3.By placing a Booking, You agree to pay the fee notified to You at the time of placing the Booking (“Meeting Room Fee”).
11.4.Spacecubed reserves the right to accept or reject Your Booking for any reason at any time.
11.5.If You use a Meeting Room without having made a Booking You may be asked to pack up and vacate the Meeting Room immediately (which you must do), even if not booked by another person.
11.6.You must notify Spacecubed immediately if You need to cancel a Booking. If You cancel with more than 24 hours’ notice a cancelation fee of 20% of the Meeting Room Fee will apply. If less than 24 hours’ notice is given, the Meeting Room Fee will be forfeited in full.
11.7.Any Booking clashes will be resolved by the Community Manager with every attempt made to accommodate You in an alternate Meeting Room or on an alternate day. If this is not possible, Spacecubed reserves its right to cancel the Booking and refund the Meeting Room Fee to Your Bank Account.
11.8.The following capacities apply for each Meeting Room:
a) small meeting room – 8 people;
b) big meeting room – 12 people; and
c) the Vault – 20 people
11.9.You agree to maintain each Meeting Room in a clean and safe manner.
11.10.A projector will be made available by Spacecubed in Meeting Rooms on request provided the request is made at the time of Booking. This will be included in the Meeting Room Fee. Meeting Rooms come with white boards and markers as well as tea and coffee facilities.
You agree to adhere to these capacities at all times.
Spacecubed may, for an additional fee, provide You with a locker at the Premises to store Your Property. The Lockers are not security lockers, so You must keep valuable items with You at all times. Spacecubed does not accept responsibility for any loss or theft of or damage to Your Property.
13.1.When accessing the Website or the Premises or otherwise using Your Spacecubed Community Membership You must not:
a) violate any applicable laws or regulations;
b) defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (including the right of privacy) of others;
c) attempt to undermine the security or integrity of Spacecubed’s computing systems or networks or, where the Website is hosted by a third party, that third party\’s computing systems or networks;
d) use, or misuse, the Website in any way which may impair the functionality of the Website or impair the ability of any other user to use the Website;
e) attempt to gain unauthorised access to any materials, other than those to which You have been given express permission to access, or to the computer system on which the Website is hosted;
f) transmit, or input into the Website, any:
i. files that may damage any other person\’s computing devices or software;
ii. content that may be offensive; or
iii. material or data in violation of any law (including data or other material protected by copyright or trade secrets which You do not have the right to use);
g) attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to operate the Website;
h) install any cabling, IT or telecom connections at the Premises without the consent of Spacecubed (which Spacecubed may refuse at its absolute discretion);
i) alter any part of the setup of the Premises;
j) hold yourself out as a representative of Spacecubed or attempt to assume any obligations on behalf of Spacecubed;
k) disclose, commercialise or otherwise use any Confidential Information provided to You in the course of your Spacecubed Community Membership, other than for purposes authorised by the provider of the information; or
l) leave any valuable possessions unattended in the Premises.
13.2.You agree that:
a) the Premises are to be used solely by You for Permitted Activities;
b) You will immediately report any injuries on Premises to the Community Manager and provide written record;
c) You will respect the Premises and take good care of Spacecubed Property at all times; 7
d) You will comply with the Good Practice Policy and any reasonable requests or directions by Spacecubed at all times;
e) it is Your sole responsibility to determine that the your Spacecubed Community Membership meets the needs of Your business and is suitable for the purposes for which it is used;
f) Your access to the Website and the Premises and Your use of the Spacecubed Community Membership is at Your risk;
g) Spacecubed may prohibit or halt any activity in the Premises which in its opinion is objectionable, dangerous, unlawful, infringes the Intellectual Property Rights of Spacecubed or a third party or which is potentially detrimental to Spacecubed’s reputation;
h) the whole of the Premises remains in Spacecubed’s possession and control at all times;
i) these Terms and Conditions create no tenancy interest, leasehold estate or other real property interest in Your favour with respect to the Premises;
j) You are responsible for rectifying any damage to the Premises, or Spacecubed Property, (fair wear and tear excepted) caused by You;
k) Spacecubed is entitled to charge You additional costs for printing and photocopying;
l) You are required to participate in an annual survey, hosted by Spacecubed, which aims to measure Spacecubed economic, environmental and social impact;
m) it is Your responsibility to ensure that there is at all times sufficient clear credit available in Your Bank Account or on Your Card to meet the payments detailed in these Terms and Conditions; and
n) if You fail to make payment in accordance with these Terms and Conditions, You will be liable for any reasonable costs incurred by Spacecubed in recovering the debt (including any legal fees, bank fees, collection agency charges or any other reasonable costs).
13.3.Spacecubed does not make any representations as to the security of Spacecubed’s network or internet connections. You must adopt the security measures (e.g. encryption) You believe to be appropriate to Your circumstances.
14.1.You acknowledge and agree that during Your use of the Website, the Premises and Your Spacecubed Community Membership You may be exposed to Confidential Information. “Confidential Information” shall mean all information, in whole or in part, that is disclosed by Spacecubed, any employee, affiliate, or agent of Spacecubed, a Spacecubed Community Member or a third party that is non-public, confidential or proprietary in nature.
14.2.Confidential Information also includes, without limitation, information about business, sales, operations, know-how, trade secrets, technology, products, employees, customers, marketing plans, financial information, services, business affairs, any knowledge gained through examination or observation of or access to the facilities, computer systems and/or books and records, any analyses, compilations, studies or other documents or otherwise derived in any manner from the Confidential Information and any information that You are obligated to keep confidential or know or have reason to know should be treated as confidential.
14.3.Your use of the Website, Premises and Your Spacecubed Community Membership obligates 8
a) maintain all Confidential Information in strict confidence;
b) not disclose Confidential Information to any third parties; and
c) not use Confidential Information in any way directly or indirectly detrimental to Spacecubed, other Spacecubed Community Members or any third party.
14.4.All Intellectual Property Rights remain the property of the owner. You acknowledge and agree that these Terms and Conditions and your Spacecubed Community Membership does not grant you any Intellectual Property Rights, by licence or otherwise.
15.1.Title to, and all Intellectual Property Rights with respect to, the Website and any associated documentation and text are the property of Spacecubed (or third party intellectual property licensors to Spacecubed including, but not limited to, the operators of Cobot and Yammer) and may not be used or reproduced in full or in part without Spacecubed’s prior written notice.
15.2.You may not, unless permitted by these Terms and Conditions, use the Website, or the material contained on it or linked to it (“the Material”), for any purpose. This includes:
a) the reproduction of the Material in any material form;
b) the distribution of the Material in any material form;
c) re-transmission of the Material by any medium of communication;
d) uploading and / or reposting the Material to any other site on the internet; or
e) “framing” the Material with other material on any other internet site.
15.3.You may not modify, copy or otherwise commercialise: a) the layout of the Website; or
b) any computer software or code contained in the Website.
The Parties agree that any and all amounts and other consideration referred to in these Terms and Conditions and on the Website are exclusive of any GST (unless specified otherwise) and that if any GST is imposed on any supply made pursuant to these Terms and Conditions, then the Party making the supply will be entitled to be paid the GST amount by the recipient, in addition to any consideration due for the supply. The GST imposed on the supply is calculated by multiplying the amount or value of the consideration for the supply by the GST tax rate prevailing as at the date the supply is made. If the recipient of the supply is required to pay an additional amount for GST pursuant to this clause, then the recipient will pay the increased amount in the same manner and at the same time as payment of the consideration due under these Terms and Conditions.
17.1.To the maximum extent permitted by law, Spacecubed excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss, including consequential loss, or damage resulting, directly or indirectly, from any use of, or reliance on, the Website, the Premises and Your Spacecubed Community Membership.
17.2.If You suffer loss or damage as a result of Spacecubed’s negligence, breach of contract or 9
other act or omission that cannot at law be avoided pursuant to clause 17.1, any claim by You against Spacecubed arising will be limited in respect of any one incident, or series of connected incidents, to one thousand Australian dollars $1,000.
17.3.Spacecubed cannot guarantee uninterrupted, timely, secure or error / virus free access to the Website or, at a Premises, to Spacecubed’s network or the internet, and its operation may be interfered with by numerous factors outside of Spacecubed’s control.
You agree to release, indemnify and keep indemnified Spacecubed from and against all actions, claims, costs (including legal costs and expenses), losses, proceedings, damages, liabilities or demands suffered or incurred by Spacecubed to the extent arising out of or in connection with Your:
a) failure to comply with these Terms and Conditions;
b) use of the Website, the Premises and Your Spacecubed Community Membership; and
c) infringement of any Intellectual Property Rights, privacy or other rights of a third party (including but not limited to other Spacecubed Community Members, service providers to Spacecubed and licensors to Spacecubed)
Spacecubed strongly recommends that You acquire, arrange and maintain for the term of Your Spacecubed Community Membership and for Your use of the Premises:
a) public liability insurance;
b) workers compensation insurance; and
c) insurance to protect Your Property.
The Website may include links to other websites maintained by third parties which are not under the control of Spacecubed (“Linked Sites”). Spacecubed makes available Linked Sites to You solely as a convenience, and the inclusion on the Website of links to Linked Sites does not imply endorsement by Spacecubed of the Linked Sites. Linked Sites are not under the control of Spacecubed and Spacecubed is not responsible for the material contained on any Linked Site or the consequences of accessing such sites. You access Linked Sites at Your own risk and by accessing them You leave the Website.
22.1.To the maximum extent permitted by applicable law, Spacecubed may terminate the Membership Agreement (and Your access to the Premises and Your Spacecubed Community Membership), if:
a) You breach the Membership Agreement and the breach is unable to be remedied; or
b) You breach the Membership Agreement and, if the breach can be remedied, You fail to 10 rectify any remediable breach within seven (7) days of Spacecubed notifying You of the breach and requesting rectification; or
c) You become insolvent, bankrupt, go into liquidation or become unable to pay Your debts as they fall due; or
d) Your conduct, or that of someone who attends the Premises with Your permission or at Your invitation, is incompatible with the Good Practice Policy; or
e) Spacecubed, acting reasonably, is no longer able to provide You with access to the Premises.
22.2.If the Membership Agreement is terminated by Spacecubed pursuant to sub clause 22.1(e), Spacecubed shall refund You a prorated amount of Your Community Membership Fee, Permanent Desk Fee and/or Space Co-working Package Fee (as applicable).
22.3.If the Membership Agreement is terminated pursuant to clause 22.1, or if Your Spacecubed Community Membership expires, You are required to immediately:
a) remove Your Property from the Premises;
b) vacate the Premises in a respectful manner;
c) leave Your area of the Premises in a clean state; and
d) return to Spacecubed any keys (including access / swipe cards) to the Premises.
22.4.If You leave Your Property in the Premises following termination or expiry of Your Spacecubed Membership, Spacecubed may dispose of it at Your cost (and charge you accordingly) in any way Spacecubed chooses without liability or responsibility to You.
23.1.If You require technical help with the Website, please first check the support provided by Spacecubed on the Website then, if necessary, email us at firstname.lastname@example.org.
23.2.Whilst Spacecubed intends that the Website be available 24 hours a day, seven days a week, the Website may occasionally be unavailable for maintenance or other development activity. If the Website is likely to be unavailable for significant periods of time, Spacecubed will use reasonable endeavours to publish such interruption details on the Website in advance.
23.3.Please contact Spacecubed on email@example.com if You suspect any abuse or misuse of the Website or the Premises so that Spacecubed is able to notify the relevant authorities.
24.1.You cannot transfer or assign Your Spacecubed Community Membership without Spacecubed’s prior written consent.
24.2.Spacecubed may assign or transfer the benefit of the Terms and Conditions or any Membership Agreement at any time subject to Spacecubed giving You four (4) weeks prior notice in writing.
These Terms and Conditions and any Membership Agreement supersede and extinguish all prior agreements, representations (whether oral or written) and understandings and constitute the entire agreement between You and Spacecubed relating to the Website and Your Spacecubed Community Membership.
The failure to exercise or delay in exercising any power or right by a Party does not operate as a waiver of that power or right, nor does any single exercise of a power or right preclude any other exercise of it or the exercise of any other power or right. A power or right may only be waived in writing, signed by the Party to be bound by the waiver.
These Terms and Conditions and any Membership Agreement are governed by the laws of Western Australia, without giving effect to any principles of conflicts of laws. You agree to the jurisdiction of the courts of Western Australia to determine any dispute arising out of these Terms and Conditions and any Membership Agreement.
If any part of these Terms and Conditions or any Membership Agreement are found to be void, unlawful, or unenforceable then that part will be deemed to be severed without affecting the validity and enforceability of the remaining provisions.
29.1.You acknowledge and agree that any notice given pursuant to these Terms and Conditions by either Party to the other must be in writing by email and will be deemed to have been given on transmission. 29.2.Notices to Spacecubed must be sent to firstname.lastname@example.org or to any other email address notified by email to You by Spacecubed for the purpose of sending notices. Notices to You will be sent to the email address which You provided when submitting Your Application.
Spacecubed Community Membership
Note the following benefits are subject to change at Spacecubed’s discretion from time to time.
Standard Spacecubed Community Membership allows You:
Student Community Membership
Space Co-working Packages
Note the following benefits are subject to change at Spacecubed’s discretion from time to time.