Terms and Conditions
Description Of Services
The Services which apply to the Contract are those set out below for the relevant client type, as specified in the Agreement.
Floor Client Services:
Where the Client signs a “License Agreement” the Client is a Floor Client, or a Serviced Office Client the Services are listed below in bullet points. The Floor Client Services also include all the Services listed as bullet points under the heading Virtual Client Services.
Space Use:
Czar Workspace grants the Client a non-transferrable, non-exclusive license to occupy the office space specified in the Agreement (Office Space). Czar Workspace may determine, for whatever reason, that it: requires access; or is required to provide access to another person, to the Office Space. The attributes of the Office Space may change from time to time.
Czar Workspace will provide high-speed internet with Wi-Fi facilities to the Office Space. Czar Workspace will make reasonable efforts to provide access to colour copiers and printers, charged at rates to be determined by Czar Workspace from time to time. Subject to all other terms of this Contract, the Client may leave items in and make changes to the Office Space. Czar Workspace will also provide (if applicable as per the License Agreement) 1 x ethernet port per workstation per ICT License Fee. The Client may request for Czar Workspace to add up to the maximum amount (maximum amount of ICT License Fee) of contact details complimentary on the Czar Workspace database about call handling requirements included within the License Agreement. Any Additional requests will be charged to the Client at Czar Workspace’s then-current rates.
The Client must not make any changes to the Office Space which affect other clients; impact any other use of the building; are structural; could adversely affect the building in any way; affect the overall presentation of the area; affect the natural or artificial light into or out of the Office Space; or affect any of the building’s services, without the prior written consent of Czar Workspace, which may be withdrawn at any time. At the time the Client’s right to occupy the Office Space under the Contract ends (for whatever reason)*, the Client becomes liable to pay to Czar Workspace the cost of Restoration Works, which includes painting of walls (if applicable), steam cleaning, deep clean and sanitization. The cost of the Restoration Works is dependent on the size of the Office Space based on the number of workstations. The Restoration Works for; 4 workstations or less is charged at $1350, 5-10 workstations are charged at $1550, 11-19 workstations are charged at $1750 and 20+ workstations will be determined upon termination. The above costs exclude any major make-good works that are not covered within the Restoration Works.
The Client is deemed to accept these conditions as stated in the conditions report including the obligations contained under this clause if Czar Workspace does not receive any responses from the Client in writing within 14 days after providing the conditions report. The Above costs exclude any major make-good works (whether under this Contract or a preceding arrangement). (Despite any other clause of the Contract, this requirement survives termination.)
All works are to be carried out by Czar Workspace’s approved contractors. For OH&S, the Client is not allowed to contract an Independent Contractor or any representative of their own to provide any services without the approval of Czar Workspace.
* Note – the Client’s right to occupy the Office Space may end during the Contract if, by the Contract, the Client is required to move out of a particular office space, for whatever reason.
Break Out Area Use:
Czar Workspace grants the Client a non-transferrable, non-exclusive license to occupy the break-out area or areas. The use of the break-out area is only permitted during business hours. The Client needs to obtain written approval from Czar Workspace for usage of break out area during non-business hours. The Client is not allowed to carry out any events in the break-out area unless written approval has been obtained from Czar Workspace.
Virtual Client Services Where the Client signs a “License Agreement” the Client is a Virtual Client, and the Services are those of the list below which are specified in the Agreement. Where the Client requests any Services, which are not included in the Agreement and Czar Workspace agrees to provide those extra Services, those extra Services will be charged to the Client at Czar Workspace’s then-current rates. If a particular Service is required by circumstances, the Client will be deemed to have requested that Service and Czar Workspace can choose whether to provide such Service at its complete discretion. An example of where a Service is required by circumstances is where a client does not have the Service: Mail & Packages Received and Signed for on Your Behalf and a package is delivered to the Client.
Business Address
The Client is entitled to use the relevant business address for its business.
Mail & Packages Received and Signed for on Your Behalf
Czar Workspace reserves the right to not accept any excessively large, dangerous or unlawful packages.
Czar Workspace also reserves the right not to accept any packages which it reasonably suspects fall into any of these categories.
24 Voicemail Access
Call Diversions to Mobile, Home or Anywhere in the World
Access to Meeting & Boardrooms, the Client is eligible to book the meeting rooms and boardrooms, for Business Hours, which Czar Workspace makes available.
Bookings are taken by, in a manner determined by Czar Workspace and are charged at Czar Workspace’s then-current rates.
Payment for meeting rooms and boardrooms is payable on booking. There is also a $100 deposit payable on booking. If any part of the deposit has not been set off by Czar Workspace against a liability owed by the Client to Czar Workspace within 5 Business Days after the booked event that part will be returned to the Client.
Payment can be refunded if a booking is cancelled more than 24 Business Hours before the time of the event. A booking can be rescheduled if at least 9 Business Hours’ notice is given (a rescheduled booking cannot be refunded or rescheduled). If a booking is cancelled within 9 Business Hours of the event, no refund will be given, and no rescheduling will be provided.
Complimentary Coffee and Tea
Czar Workspace will provide the type of coffee and tea which it chooses, at its complete discretion.
Czar Workspace will make reasonable efforts to ensure it is available within Business Hours.
Ancillary Services
The Client and Czar Workspace may agree for further Services to be provided for the fees set by Czar Workspace.
Coworking Client Services
Where the Client signs a “License Agreement” the Client is a Coworking Client.
Desk Use
The Client is entitled to use a particular desk (Desk) and chair, as specified in the Agreement, in a shared space (Shared Space) during Business Hours. Czar Workspace may, from time to time, change the desk or chair. The attributes of the Shared Space may change from time to time. Czar Workspace will provide high-speed internet and Wi-Fi data connection within the Shared Space. The Client is limited to 1GB of internet downloads per day if the Client is acquiring Desk Use on a per-day basis. Czar Workspace reserves the right to charge the Client for any use over the limit at Czar Workspace’s then-standard rates.
Subject to all other terms of this Contract, the Client may leave items in and on the Desk.
The Client must maintain the corporate appearance of the Desk by ensuring it is clean and tidy and does not adversely impact on Czar Workspace or any other client. The Client must not make any alterations to the Shared Space. The Client must ensure their use of the Shared Space does not adversely affect Czar Workspace or any other client. Czar Workspace will make the ultimate determination as to whether the Client is adversely affecting Czar Workspace or another client.
At the time the Client’s right to use the Desk in the Shared Space under the Contract ends (for whatever reason)*, the Client becomes liable to pay to Czar Workspace the cost of any activity required to restore all Czar Workspace items used by the Client to the condition they were in when the Client first acquired the right to use the relevant item (whether under this Contract or a preceding arrangement).
* Note – the Client’s right to use the Desk in the Shared Space may end during the Contract if, by the Contract, the Client is required to move from the desk, for whatever reason.
Break Out Area Use
Czar Workspace grants the Client a non-transferable, non-exclusive license to occupy the break-out area or areas. The use of the break-out area is only permitted during business hours. The Client needs to obtain written approval from Czar Workspace for usage of break out area during non-business hours. The Client is not allowed to carry out any events in the break-out area unless written approval has been obtained from Czar Workspace.
Casual Client Services Where the Client signs a “Casual Agreement” the Client is a Casual Client & the Services are listed below.
Hot Desking Area Use
The Client may use a desk in the hot desking area for the fee specified by Czar Workspace from time to time during Business Hours, subject to a free desk or the Client being having booked a desk.
The Client is eligible to book a desk in the hot desking area for Business Hours. Czar Workspace will determine, at its complete discretion, which desks in the hot desking area can be booked. Bookings are taken by Czar Workspace, in a manner determined by Czar Workspace and are charged at Czar Workspace’s then-current rates.
Czar Workspace will provide Wi-Fi internet in the hot desking area. Czar Workspace reserves the right to charge the Client for internet downloads exceeding 1GB per person per day at Czar Workspace’s then-current rates.
Access to Meetings & Boardrooms
This Service will be provided on the same terms as it is for Virtual Clients.
The parties agree to the following:
1. Definitions and interpretation
1.1 In this Contract:
(a) ACL means the Australian Consumer Law Schedule of the Competition and Consumer Act 2010 (Cth) and its associated regulations as amended.
(b) Agreement means the document signed by both the Client and Czar Workspace setting out the specifics of the Contract.
(c) Business Day means each Monday to Friday which is not a public holiday.
(d) Business Hours means from 9:00 am until 5:00 pm on every Business Day and a Business Hour is any hour within a Business Day, (Business Hours for Virtual Client and Casual Client means 9.00 am until 5.00 pm on every Business Day and a Business Hour is any hour within a Business Day).
(e) Client is as defined in the Agreement. If there is more than one Client, this Contract applies to each of them jointly and severally. The client also includes all executors, administrators, successors and permitted assigns of the person defined in the Agreement.
(f) Contract means the Terms and Conditions together with the Agreement.
(g) End Date means the end date set out in the Agreement.
(h) Fees means the fees payable by the Client to Czar Workspace as specified in this Contract.
(i) Further Fees means the fees payable by the Client to Czar Workspace for the Services which incur fees on an irregular pay-as-you-use basis.
(j) GST means the Goods and Services Tax as defined in A New Tax System (Goods and Services Tax) Act 1999 (Cth) and its associated Regulations as amended.
(k) Initial Term is the period described as such in the Agreement, commencing on the Start Date and ending on the End Date.
(l) Insolvency Event means where:
(i) the entity is unable to pay its debts as and when they fall due.
(ii) in the case of an individual, the individual enters into a scheme of arrangement with creditors or becomes bankrupt.
(iii) in the case of a legal entity that is not an individual:
(A) A receiver, receiver and manager, administrator, controller, provisional liquidator or liquidator is appointed to the entity.
(B) The entity enters into a scheme of arrangement with its creditors; or
(C) The entity is wound up.
(iv) the entity assigns any of its property for the benefit of creditors or any class of creditors; or
(v) a person with a legal right over any assets of the entity takes any step towards taking possession or takes possession of those assets or exercises any power of sale.
(m) Monthly Payment means the monthly fee payable by the Client to Czar Workspace for the Ongoing Services (the Monthly Payment excludes any Further Fees). The Monthly Payment may be set out in the Agreement but is subject to any increases for extra Ongoing Services provided or otherwise by this Contract.
(n) Ongoing Services means all Services that can be provided on an ongoing basis and incur a regular monthly fee. This is all Services except those which incur Further Fees.
(o) Security Deposit means 2 times the Monthly Payment in the form of a Bank Guarantee unless otherwise stated in the License Agreement.
(p) Services means:
I. the particular services described in the Agreement to be provided by Czar Workspace to the Client subject to any terms set out in the description; and
II. any services the Client and Czar Workspace may agree to, to be provided for the fees set by Czar Workspace, and by the terms of the Contract.
(q) Start Date is the start date set out in the Agreement.
(r) Terms and Conditions means the terms and conditions set out in this document as may be replaced by Czar Workspace from time to time by updating the terms and conditions on the Czar Workspace website.
(s) Czar Workspace means: Czar Ventures Pty Ltd (Trading Name)
(t) Czar Workspace Building means any building which is occupied by Czar Workspace or an associated entity or any of their staff or clients.
(u) Czar Workspace IP means all intellectual property associated with or created by Czar Workspace or its employees or agents. It includes copyright, patents, trademarks (whether registered or not), registered designs, colour schemes, logos, uniquely shaped or styled products, business methods, business plans and business documents; and
(v) Workstation means a desk, chair and pedestal. (w) Credits mean non-redeemable meeting room credits that can either be purchased or can be included in an Agreement, depending on the services.
I. 1 Credit equates to $1 of services.
II. Credits cannot be transferred to a third party or redeemed for cash nor rolled over and accumulated the following month.
III. Czar Workspace has the discretion to vary the use of credits from time to time by providing four weeks’ notice to the Client.
1.2 In this Contract, unless the context indicates a contrary intention:
(a) the term “person” includes an individual, a body politic, a corporation and a statutory or other authority or association whether incorporated or unincorporated.
(b) a reference to this Contract or any other deed, agreement, document or instrument includes, respectively, this Contract or such other deed, agreement, document or instrument as amended, novated, supplemented, varied or replaced from time to time.
(c) words importing the singular shall include the plural (and vice versa) and words denoting a given gender shall include all other genders.
(d) “including” is not a word of limitation.
(e) all dollar amounts are in Australian dollars unless stated otherwise.
(f) Headings are for convenience only and do not affect interpretation; and
(g) a reference to any amount is a reference to all or part of that amount.
2. SERVICE AGREEMENT
2.1 Czar Workspace will provide the Services from the Start Date until this Contract ends for whatever reason and the Client will pay the Fees, subject to the terms of this Contract.
2.2 Where any Ongoing Services are provided under this Contract, whether or not they began on the Start Date, they can only be ended by the terms of this Contract.
2.3 Despite anything else in this Contract, Czar Workspace may, if a Service becomes unavailable for any reason, offer to substitute the affected Service for reasonably equivalent service or services of the same or similar value (according to Czar Workspace’s then current fees).
3. PAYMENT
3.1 Upon signing this Contract, the Client must pay to Czar Workspace the initial payments as set out in the Agreement, including the Security Deposit and Activation fee of $249 (one-off payment).
3.2 The Monthly Payment is payable by Czar Workspace’s instructions. Per-person fees of $99 per month per maximum capacity of workstations are applied to the Contract. Non-negotiable ICT License Fee of $5 per person per month is applicable throughout the term of the contract, covering unified connectivity, printing license, phone license, cyber security and booking system. Where Victory Offices does not specify, the Monthly Payment is payable monthly in advance by direct debit on the due date of the invoice.
3.3 The Further Fees are payable by Czar Workspace’s instructions. Where Czar Workspace does not specify, the Further Fees are payable monthly in arrears, on the first day of every month.
3.4 Invoices provided by Czar Workspace are payable by the invoice terms. Where an invoice does not specify, invoices are payable 7 days after the date of the invoice. If the Client’s preferred payment method is direct debit, then Czar Workspace will debit from the nominated credit card within the due date of the invoice. In the event the invoice falls due on a weekend or public holiday, then the direct debit with be processed on the business day that falls before such weekend or public holiday.
3.5 To the extent that a party makes a taxable supply in connection with the Contract to the other party then, except where express provision is made to the contrary, the amount payable by the recipient of that supply is a GST-exclusive amount and the recipient of that taxable supply will pay to the supplier of it the GST payable in respect of that supply in addition to the other consideration payable.
3.6 Payment made by cheque or electronic funds transfer (EFT) is not deemed made until the proceeds of the cheque or EFT have cleared.
3.7 Czar Workspace may apply the Security Deposit against any amounts payable or outstanding by the Client under this Contract, this includes any amounts payable as a result of any indemnity provided by the Client. This right of Czar Workspace’s does not affect in any way the Client’s obligations to make any payments to Czar Workspace under this Contract.
3.8 Any portion of the Security Deposit not applied will be refunded by Czar Workspace to the Client within 60 Business Days of all matters related to this Contract (including any disputes) being finalized.
3.9 If any or all of the Security Deposit is applied by Czar Workspace, that amount is immediately due as a debt owed by the Client to Czar Workspace.
3.10 Where the Client has incurred any liability to Czar Workspace, whether arising from this Contract or otherwise, Czar Workspace may (without notice to the Client) set-off the amount of such liability against any liabilities of Czar Workspace to the Client, whether such liability is liquidated or unliquidated, present or future, accrued or contingent.
3.11 The time for payment is of the essence.
3.12 If any Fees are outstanding for more than 5 Business Days Czar Workspace may, in its complete discretion, charge the Client a late payment fee of $50.
3.13 If the Fees remain outstanding following reasonable written notice from Czar Workspace to the Client demanding payment, then Czar Workspace may, in its complete discretion, do any of the following:
(a) suspend the Services;
(b) terminate any or all of the Services;
(c) require the Client to not access, or prevent the Client from accessing, any Czar Workspace Building or office area;
(d) charge the Client interest on the overdue amounts at a rate of 2% per annum above the cash rate last published by the Reserve Bank of Australia, accrued daily for each day the payment is overdue; and/or
(e) charge any additional fees reasonably incurred by Czar Workspace as a result of the late payment.
3.14 If the Services are suspended under clause 3.13 and Czar Workspace agrees to re-activate the suspended Services following payment by the Client of all outstanding Fees, Czar Workspace will be entitled to charge a $150 re-activation fee to reactivate the Services.
3.15 Upon termination of this Contract for any reason, the Client will be charged a deactivation fee of $49 per workstation, according to the maximum capacity of workstations in the office suite; and for co-working desks, according to the number of co-working desks occupied by the Client over the term of the Contract.
4. TERM
4.1 Where there is an Initial Term, this Contract (License Agreement) will automatically extend beyond the Initial Term (Rollover Period), unless either party gives at least four (4) weeks’ written notice to the other that it ends at the end of the Initial Term. During the Rollover Period, the Contract automatically extends month by month, with either party being entitled to end the contract on at least four (4) weeks’ written notice to the other party to terminate on the final calendar day of the month.
4.2 For Office and Coworking Clients, during the Rollover Period the Monthly Fee will increase to reflect the amount described within the License Agreement (if applicable), or by 8%, whichever is higher. For each 12 months, the member remains on Rollover, the Monthly Fee will increase by 8%.
4.3 Where the client renews the License Agreement for a further term, the client will enter into a new License Agreement on newly negotiated terms. All agreements including upgrade, renewal, rollover and transfer of memberships, end on the last calendar day of the month.
4.4 Where there is no Initial Term, this Contract will continue until validly terminated.
5. CLIENT OBLIGATIONS
5.1 The Client must ensure that the Client and all people visiting a Czar Workspace Building due to a connection with the Client, at all times:
(a) despite any other clause of this Contract, comply with all instructions given by Czar Workspace;
(b) do not bring into any Czar Workspace Building any dangerous, corrosive, combustible, explosive, radioactive or offensive material;
(c) report any:
(i) damage to a Czar Workspace Building or any item within it;
(ii) problem with any Czar Workspace Building service; or
(iii) problem with a Service, within 1 Business Day of becoming aware of it;
(d) while in a Czar Workspace Building:
(i) Do not smoke or use any type of e-cigarette or electronic smoking device;
(ii) behave in a way that is appropriate for a six-star city corporate office;
(iii) wear smart business attire;
(iv) tidy up after themselves and do not leave any items or markings, unless specifically allowed under this Contract;
(v) comply with all applicable laws, regulations, codes of practices or policies, whether they are from Government, Czar Workspace, building management or any other entity;
(vi) do not display, attach, distribute, broadcast or make obvious in any way, any advertising or branding which could be associated with the building or any part of the building;
(vii) do not damage, change or change the functionality of any aspect of the building, its services or the items within it; and
(viii) do not undertake any behaviour or take any action or fail to take any action which would result in an adverse impact on other clients; provision of the Services, Czar Workspace’s ability to supply services to clients, other clients’ use of the building; other people’s use of the building; the building; any items in the building; any services in the building; or any person.
5.2 The Client must not sell, mortgage, sublet, assign or grant any sort of interest in its rights and obligations under this Contract.
5.3 The Client must notify Czar Workspace in writing within 1 day if it suffers an Insolvency Event.
6. TERMINATION
6.1 Czar Workspace may terminate this Contract at any time on one month’s written notice.
6.2 Czar Workspace may terminate this Contract on immediate written notice where:
(a) the Client suffers, or Czar Workspace has reasonable evidence that the Client has suffered or will suffer, an Insolvency Event;
(b) Czar Workspace has reasonable evidence that the Client has acted illegally;
(c) Czar Workspace has reasonable evidence that the Client has caused a person serious harm or has caused, or is intending to cause, Czar Workspace harm;
(d) the Client has breached this Contract and the breach is not capable of remedy; or
(e) the Client has breached this Contract; Czar Workspace has given the Client written notice of such breach and allowed the Client a reasonable time to remedy the breach (which need not be more than 20 days) and the breach has not been remedied within the time allowed by Czar Workspace.
6.3 Where there is no specified Initial Term, or if the Client is on a Rollover Period, the Client or Czar Workspace may terminate the Contract at any time on four (4) weeks’ written notice. All contracts end on the final calendar day of the month, with a minimum of four (4) weeks’ notice required. If notice is received outside of the four weeks, the contract will terminate on the final calendar day of the following month.
6.4 The Client may terminate this Contract on immediate written notice if Czar Workspace:
(a) suffers, or the Client has reasonable evidence that Czar Workspace has suffered, an Insolvency Event; Or
(b) breaches the Contract and the Client has given Czar Workspace written notice of such breach and allowed Czar Workspace a reasonable time to remedy the breach and the breach has not been remedied within that time.
6.5 Where a Client wishes to end any one or more of the Ongoing Services under this Contract, but not the whole Contract, the Client must give Czar Workspace at least one month’s written notice of the intention and Czar Workspace must provide its written agreement. Czar Workspace may, acting reasonably, withhold its agreement for any reason.
7. END OF TERM
7.1 Before the Contract ends, for whatever reason, the Client must:
(a) remove all items belonging to the Client, or left by the Client, from all Czar Workspace Buildings within 3 business days; and
(b) return to Czar Workspace all access keys, cards and codes to all Czar Workspace Buildings and pay the cost to replace any access cards that are not returned.
7.2 Once this Contract has ended Czar Workspace has the right to refuse the Client entry to any Czar Workspace Buildings
7.3 Despite any other clause of this Contract, clauses 1, 3.8, 3.10, 3 (to the extent it applies to all Fees owing when the Contract ends), 7, 8, 9, 10 and 12 survive termination or end of this Contract for whatever reason.
8. INSURANCE
The Client is required to hold public liability insurance for the term of the Contract including any Rollover term, for at least $2 million per event, where the number of events is unlimited.
9. LIABILITY
9.1 The Client is liable for the actions of all people who have accessed the Czar Workspace Buildings due to a connection they have with the Client, as though those actions were the actions of the Client.
9.2 The Client will not make any claim in tort, contract or otherwise against Czar Workspace’s landlord or any other party related to the Czar Workspace Building except to the extent that Czar Workspace’s landlord or a third party related to the Czar Workspace building directly causes or contributes to the damage or liability the subject of the Client’s claim.
9.3 Czar Workspace is not liable for any loss or damage to the property of the Client or a person associated with the Client except to the extent that such loss or damage is directly caused or contributed to by Czar Workspace.
9.4 Except where specifically stated, or as contained in any express warranty provided about the Services, this Contract does not include by implication any other term, condition or warranty in respect of the quality, reliability, merchantability, acceptability, fitness for purpose, condition, description, assembly, compatibility with any particular hardware or software, manufacture, design or performance of the Services or any contractual remedy for their failure.
9.5 If the Client is a Consumer under the ACL, nothing in this Contract restricts, limits or modifies the Client’s rights or remedies against Czar Workspace for failure of a statutory guarantee under the ACL.
9.6 Czar Workspace is not liable for any indirect or consequential losses or expenses suffered by the Client or any third party, howsoever caused, including but not limited to loss of turnover, profits, business or goodwill or any liability to any other party, except to the extent of any liability imposed by the ACL.
9.7 Nothing in the Contract is to be interpreted as excluding, restricting or modifying the application of any State or Federal legislation applicable to the hire of supply of services which cannot be so excluded, restricted or modified.
9.8 Czar Workspace’s aggregate liability to the Client is limited in all circumstances to the total amount the Client has paid to Czar Workspace under this Contract in the preceding 12 months.
10. INDEMNITY
The Client indemnifies Czar Workspace for all losses suffered by Czar Workspace as a result of the Client’s failure to comply fully with the terms of this Contract (Failure). The Client also indemnifies for all losses suffered by Czar Workspace as a result of all actions or actions of the Client and people who have accessed the Czar Workspace Buildings due to a connection they have with the Client. For this clause, “losses suffered by Czar Workspace” include all payments which Czar Workspace is required to pay and all payments which Czar Workspace chooses to pay to remedy or partially remedy the loss, all payments which Czar Workspace chooses to pay to rectify the Client’s Failure, the cost of all claims made against Czar Workspace and the cost of any legal action Czar Workspace is required to partake in either to defend itself or to enforce its rights.
11. EVENT OUTSIDE CZAR WORKSPACE’S CONTROL
11.1 For this clause, “Force Majeure Event” means a circumstance beyond the reasonable control of the parties and which results in a party being unable to observe or perform on time an obligation under this Contract. Such circumstances shall include but shall not be limited to:
(a) acts of God, lightning strikes, earthquakes, pandemics, floods, droughts, storms, tsunamis, tempests, mudslides, washaways, explosions, fires and any natural disaster; and
(b) acts of war, terrorism, civil uprising, malicious damage, sabotage, revolution and any law, order, regulation, direction or request of any government, including state and local governments, having jurisdiction over either of the parties.
11.2 Where a Force Majeure Event hinders or prevents Czar Workspace’s ability to provide the Services, any one or more of the Services or any part of a Service, Czar Workspace may, at its election:
(a) take no action, in which case Czar Workspace will, subject to clause 9, have no liability to the Client;
(b) suspend the provision of the affected Services and:
(i) not require payment by the Client of the then-current value of the Services (as determined by Czar Workspace) for the period the Services are suspended; or
(ii) provide services which are equivalent to the affected Services; or
(c) terminate this Contract on immediate written notice.
11.3 Czar Workspace may use either any of its options under subclauses 11.2(a) and 11.2(b) interchangeably for any one Force Majeure Event such that any option may be used at any time and Czar Workspace may swap from one to another at will. Czar Workspace may use its option under subclause 11.2(c) at any time for any given Force Majeure Event, even if Czar Workspace has used one of its options under subclauses 11.2(a) and/or 11.2(b) for the same Force Majeure Event.
11.4 Notwithstanding any other provision of this Agreement, if because of a Force Majeure Event, Czar Workspace is prevented in the performance of any obligation under this Contract, Czar Workspace will not be liable under this Contract to the Client for not performing, or for any delay in performing, such obligation to the extent to which Czar Workspace is so prevented.
12. MISCELLANEOUS
12.1 Subject to clause 12.2, this Contract is the complete agreement between the parties on all subject matter related to it. This Contract supersedes all prior agreements. Neither party relies on any representation made by the other in entering into this Contract.
12.2 If there is a condition report prepared by Czar Workspace setting out the condition of any aspect of a Czar Workspace Building, that report is acknowledged by the parties to be an accurate record. Any deed of guarantee and indemnity or similar document between the parties or related entities of the parties is binding by its terms.
12.3 Czar Workspace may amend this Contract by written notice to the Client. This Contract may also be amended by written agreement between the parties.
12.4 Where the Terms and Conditions conflict with the Agreement, the terms of the Agreement shall prevail to the extent of the inconsistency.
12.5 The Contract is subject to the laws of the State of Australia in which the Services are being supplied.
12.6 In no event shall any delay, neglect or forbearance on the part of Czar Workspace in enforcing (in whole or part) any provision of this Contract be, or be deemed, a waiver thereof or a waiver of any other provision or shall in any way prejudice any right of Czar Workspace under this Contract.
12.7 A notice must be in writing and handed personally or sent by email or facsimile to the last known address of the addressee. Notices sent by facsimile or email are deemed received on confirmation of successful transmission.
12.8 Czar Workspace owns all telephone numbers, addresses and any other contact details allocated to the Client by Czar Workspace. They are only available to the Client where they are a necessary part of the Services.
12.9 If any provision (or part of a provision) of this Contract is found by a court to be invalid, unenforceable or illegal, the other provisions shall remain in force. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
12.10 Czar Workspace may assign any or all of its rights and obligations under this Contract to any other party at any time without the need to notify the Client.
12.11 The terms of this Contract are confidential; neither party may disclose them unless it is necessary for the carrying on of business or for the provision of professional advice.
12.12 The Client may not make an offer of employment to any Czar Workspace employee or any affiliate of Czar Workspace former employee (Prospective) unless the Prospective has independently (without any unsolicited information being brought to the attention of the Prospective by the Client, or person associated with the Client) responded to an advertisement for a position and completed the selection process.
12.13 The Client, nor any entity in any way associated with the Client, may not set up or participate in a business in competition with Czar Workspace: (a) anywhere in the world; (b) in Australia; (c) in the State in which the Services are being supplied (c) in the city in which the Services are being supplied, within (d) 10 years; (e) 5 years; (f) 1 year, of being a client.
12.14 The most restrictive elements of clause 12.13 apply.
12.15 The Client, nor any person or entity in any way associated with the Client, will not canvas, solicit or persuade a customer of Czar Workspace to cease or reduce its business with Czar Workspace at any time during the Term of the Contract.
12.16 All Czar Workspace IP is owned by Czar Workspace and is not licensed, assigned or transferred in any way to the Client. Nor does the Client acquire any interests in the Czar Workspace IP.
12.17 If the Client leaves goods behind that are not allowed to be disposed of, Czar Workspace will notify the client, within seven days of storing the goods, to arrange collection. If the Client does not respond after seven days, Czar Workspace reserves the right to dispose of the goods without further notice.
Czar Workspace will not be liable for any losses incurred from the disposal. Within seven days, the Client may reclaim the goods after they have paid the cost to cover any reasonable expenses incurred by Czar Workspace to remove and store the goods. Czar Workspace reserves the right without any notice given to disposing of perishable foods, dangerous goods and goods of no monetary value.
12.18 If Czar Workspace provides the Client with complimentary printing, photocopying, or scanning credits, the excess usage will be charged at printing rates set by Czar Workspace.
13. CLIENT REFERRALS
13.1 Czar Workspace offers all current Clients the opportunity to refer friends, family and affiliates to Czar Workspace for a referral fee.
13.2 The Client must introduce their referral to Czar Workspace before Czar Workspace receives the referral details from another source (not limited to) such as an agent or a broker.
13.3 Czar Workspace will offer 2% of the contract value should the Client’s referral sign up to an agreement with Czar Workspace at any location throughout Australia/UAE. The 2% contract value can be claimed in the form of a voucher or applied as a credit to the Client’s invoices with Czar Workspace
13.4 The 2% referral fee can only be claimed based on the terms of the agreement. If a contract has been signed monthly or rollover, then only 2% based on one (1) month can be claimed. The maximum term to claim a referral fee is twelve (12) months regardless of an agreement being signed for longer than twelve (12) months.
This terms and conditions may change occasionally and apply to all our facilities operating under different brands.
