CloudVO Client License Agreement and Terms of Use

We know that Agreements are never fun to read, but we have taken the time to draft this so that our Client relationship goes as smoothly as possible with no surprises. Please take the time to read this and reach out to our staff right away if you have questions or concerns. Thank you.

1. Definitions:

Partner:  Refers to one or more entities operating serviced office or coworking facilities that have entered into a partnership relationship to provide one or more services on behalf of CloudVO’s Clients.

Client: Refers to a company or an individual who has subscribed to use services and/or access space from Partner or CloudVO directly. Clients include full-time licensees, virtual service, including phone answering licensees, coworking licensees, and monthly multi-credit subscription (Touchdown) licensees.

Client License Agreement and Terms of Use: Refers to the terms of business to which CloudVO and Client agree. Referred to hereinafter as simply “Agreement.”

Client Summary: Client Summary: Refers to the emailed document received by Client after purchase detailing the specifics: location, services, term, etc. which Client has purchased and agreed. The email and attached document are titled Client Summary and include specific and variable elements that make this Agreement unique to Client. The initial corresponding Invoice also comes to Client via this initial email.

Users: Refers to the individuals identified to use CloudVO’s services and access space under the Client’s Agreement. Under the terms of this Agreement, Client can purchase plans for additional Users at any of CloudVO’s Partner locations at their then-current location rates. Only Users pre-identified and paid for by Client may access and utilize the CloudVO and CloudVO’s Partner services.

Premises: Refers to the entire suite of office and coworking space and related support facilities managed by CloudVO or its Partner locations accessed by Client.

Dedicated Space Subscription: Refers to Client’s plan that includes the licensed use of a dedicated office or desk space.

Virtual Office and Open Coworking Subscription: Refers to Client’s plan that includes a monthly service package made up of some component of temporary desk or meeting space, telephone answering services, and business address use–typically referred to as “Virtual Office” or “Open Coworking” plans.

Touchdown Subscription: Clients that have purchased a monthly, per User subscription for a set number of credits which will be used to access Meeting Rooms and Open Coworking space, as available.

Service Plans: Refers to optional services available for purchase on a per User basis. The Service Plans may include some or all of the following (non-exhaustive list): Internet, Phone Equipment, Call Answering Services, Furniture, Beverage Services, Meeting Room Credits, Copying and Scanning, Administrative and Mail Management Services. Service Plans are purchased and run concurrently with the Term of this Agreement.

Common Areas: All public space in the building which CloudVO or CloudVO Partner resides, plus open space in Premises, including but not limited exclusively to: Business Lounge, Open Coworking space, Reception and Lobby Area, Bathrooms, Hallways, and Copier space.

Notice: All official notices sent be Client to CloudVO pertaining to Subscription and Services must be emailed to and are only valid upon written acknowledgment of receipt by CloudVO.

2. License:

License: Subject to the terms and conditions of this Agreement, CloudVO grants Client a non-transferable license to occupy and use CloudVO’s Services and Premises (“License”) during the term of this Agreement, and Client accepts such License. This Agreement is the commercial equivalent of an agreement for accommodations in a hotel. The whole of the Premises remains in CloudVO and Partner’s possession and control. CLIENT ACCEPTS THAT THIS AGREEMENT CREATES NO TENANCY INTEREST, LEASEHOLD ESTATE, OR OTHER REAL PROPERTY INTEREST IN CLIENT’S FAVOR WITH RESPECT TO THE ACCOMMODATIONS. CloudVO is providing Client the right to share with CloudVO and its Partners the use of the Premises on these terms and conditions, and where necessary supplemented by House Rules, as detailed in Number 11 below, or incorporated via additional communication for the use of a specific Premise, as necessary, so that CloudVO and Partner can provide the services to Client. This Agreement is personal to Client and cannot be transferred to anyone else without the prior written consent of CloudVO. CloudVO will not unreasonably withhold consent to an assignment to a parent, subsidiary, or affiliate of Client provided that Client and assignee execute Client’s Agreement, which will require assignee to assume all Client’s obligations under the Agreement. Such assignment will not release Client from its obligations under this Agreement.

Partnership Agreement: This Agreement is subject, and may be subordinate, to a Partnership Agreement under which, if applicable, third-party dedicated office, subscription, or day-use services are provided to Client on behalf of CloudVO.

3. Term of Agreement:

Initial Term: This Agreement shall commence on date specified on Client Summary, so shall the number of months agreed to for the initial term. Termination of Agreement, detailed in Section 8 below, can only be effectuated by proper notice given via email to and upon written acknowledgment of receipt. Regardless of commencement or notice date, this Agreement can only be terminated by Client at the end of a calendar month.

4. House Rules:

House Rules: During the term of this Agreement, Client agrees to adhere to all terms, conditions, and policies provided by CloudVO and its Partners relating to the use of the Common Areas and Premises, including building security procedures, IT access and use procedures, maximum occupancy limitations, specific state law requirements, and other terms or procedures provided by CloudVO. The House Rules, detailed in Section 11 below, may be revised and amended by CloudVO from time to time without the prior consent of Client, provided that CloudVO provides Client notice of such revisions and/or amendments. In the event of a conflict between the terms of this Agreement and the House Rules, the House Rules shall govern and control. Additional, supplemental “House Rules” may be submitted to Client by CloudVO via email as required for use of a specific Partner location or Premise.

5. Office Use, Office Services, & Monthly Fees:

Office Use:

Dedicated Space Subscription: The monthly fee for Clients who have contracted for the specific use of a uniquely identified office or a dedicated desk space includes: a) dedicated use of a desk or office space, b) access to shared center amenities, c) janitorial maintenance, building operating expenses, and taxes, d) utilities and heating and air conditioning (where available) during “normal” business hours, and e) after-hours access to the Premises.

Virtual Office and Open Coworking Subscription: The monthly fee for Clients who have contracted for a Virtual Office and Open Coworking Subscription includes: a) access to shared center amenities, b) janitorial maintenance, building operating expenses, and taxes, c) utilities and heating and air conditioning (where available) during “normal” business hours, and d) if plan permits, after-hours access to the Premises.

Office Services and Administrative Set Up Fees:

Dedicated Space Subscription: Clients may choose a Service Plan or avail themselves of services on an a la carte basis. These Service Offerings and pricing will vary from location to location, and the availability of specific services will be confirmed by CloudVO support staff. Once agreed upon, a monthly Service commitment will run concurrent with the terms of this Agreement and can only be discontinued by proper written notice at term, unless service is discontinued by CloudVO or Partner.

Client will be charged an upfront, per User, non-refundable Administrative/Set Up fee. Client agrees that this fee is non-refundable as it is required to cover a variety of staff costs as well as the payment of third-party fees, such as notary services.

Virtual Office and Coworking Subscription: Client may take advantage of additional service offerings on a per User, per month basis. These services can only be terminated or downgraded with notice.

Clients agree to a one-time, per User, non-refundable Administrative fee paid upon signing this Agreement. Client agrees that this fee is non-refundable as it is required to cover a variety of staff costs as well as the payment of third-party fees, such as notary services.

Where available and where applicable, and at Client’s request, a one-time directory signage Set Up fee may be charged. The amount charged varies depending on location.

Telephone Service: When applicable, CloudVO will provide personalized phone services dependent on the Client’s Service Plan from 8:30 a.m. to 5:00 p.m., Pacific, Central, Mountain, or Eastern time, Monday – Friday, holidays excluded (a list of holidays will be published by CloudVO each year). Client may purchase additional hours via CloudVO’s “Coast to Coast” add-on service. Voicemail is accessible 24-hours per day to Client’s identified Users. Call Answering Services will only be provided to individual, named Users.

Unless pre-agreed upon in writing, all components of the telephone service, including phone numbers and phone equipment issued by CloudVO but used by Client will remain at all times property of CloudVO. Client may request, upon commencement of this Agreement, a portable telephone number at an additional monthly fee.

Business Address/Mail Service: If Client has purchased a Business Address or Mail Service from CloudVO, then CloudVO’s Partner will act as an agent for Client in receiving mail and reasonably sized packages when such are delivered to Client’s name in conjunction with services agreed to for Client. Depending upon Plan, Client may be required to complete and submit to CloudVO a USPS Form 1583, which will become part of this Agreement, and service will NOT commence prior to the completed forms being notarized, returned, and reviewed by CloudVO’s support staff. Any violation of USPS laws, rules, and/or regulations by Client may result in immediate termination of services by CloudVO. CloudVO or its Partner will accept mail in Client’s name, as detailed in this Agreement, and any additional, pre-agreed upon User names only. CloudVO is NOT responsible for mail returned to sender for improper address or for mail that does not include Client’s name. Client authorizes CloudVO to sign for mail and packages deliverable only upon signature and agrees to pick up mail and packages in a timely manner or storage fees may apply. Note: DBAs or additional company names require separate CMRA forms and will incur additional charges for Address/Mail Service or mail and packages will be returned to sender.

CloudVO does not guarantee that the business address provided will be accepted by Google My Business or local, state, and federal agencies. Clients are advised to contact the appropriate agencies to inquire about address requirements prior to purchase. Acceptance of a virtual office address is at the discretion of the end party. CloudVO is NOT responsible for loss relating to rejection of address.

Mail Management Services: Mail Forwarding: Client should not expect to receive communication regarding delivery of mail and packages. Client may pay for additional services such as notification, scanning, forwarding, etc. Otherwise, it is incumbent upon Client to check if mail is delivered and fees may apply. Where forwarding and scanning are available and upon written instruction, CloudVO will forward and scan mail and process deliveries to another address by repackaging and posting the contents of Client’s mail and small packages. Mail and packages will not be forwarded to other third-party agents for delivery addresses. Client agrees to pay for administrative costs, supplies, and postage to accommodate forwarding. CloudVO is NOT responsible for any delay or loss of mail during the forwarding process. International forwarding of packages is not available in all cases; Client may inquire as to availability. Overnight and express forwarding of packages may require Client’s account number, at the discretion of CloudVO and its Partners. CloudVO is not responsible for mail returned to sender for non-payment of service fees.

Client agrees that administrative charges will apply if Client requests CloudVO or its Partner’s staff to retrieve, read, or review the contents of Client’s mail.

Scanning Services: If Client chooses to have CloudVO or its Partners open and scan the contents of its mail, Client agrees that, unless specifically requested in writing to discard mail, CloudVO will forward the accumulated mail, once per month, at then-cost of forwarding and postage rates.

Hourly Meeting Room and Day Office Use: Client will be required to use CloudVO’s online booking system or submit a request via email to reserve space. Space is available on a first-come, first-served basis. Cancellation of any booking or reduction of time booked must be made 48 hours prior to commencement, or Client will be charged the full amount of the booking or have its credit value deducted. All bookings will be invoiced at a minimum of one full hour and then in subsequent full-hour increments. An allotment of credits (to be used against hourly use of meeting rooms and open desk coworking) are available for purchase or included in some Service Plans. Credits are NOT transferable; Client or pre-identified Users must be present at all meetings. Overage will be charged at a rate of $18 per additional credit booked and not cancelled 48 or more hours prior to the start of the booking or used.

Network and Internet Connectivity: CloudVO or its Partners will provide Client with access to the internet in the form of a shared fiber gateway. The standard shared fiber connection is available for individual internet access for all Clients using secured VLANS for wired connectivity and standard WPA1/2 encrypted security for wireless. The service does NOT have a firewall, proxy server, or other preventative measures against outside intrusions. Client acknowledges that the standard internet access service is provided “as is.” Neither CloudVO nor its Partners may be held responsible for any security intrusions, damages, or faults that occur as a result of this service. CloudVO recommends that Client place the following protections on all computers connected to the service: automatic virus scanning software, installation of personal computer firewalls, shutting down computers when not in use for long periods of time, and unique ID and password for each computer.

Client may not use this service to publish, post, upload, distribute, or disseminate any inappropriate, profane, defamatory, obscene, indecent, or unlawful topic, name, material, or information on or through CloudVO’s or its Partners’ servers or bandwidth. Client may not upload any information, including images, photographs, video/film, software, content, or other material protected by intellectual property laws, including, by way of example but not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless Client owns or controls the rights thereto or has received all necessary consent to do so. Client may not download any files that Client knows or reasonably should know cannot be legally reproduced, displayed, performed, and/or distributed in such a manner. Client may not use the services in any way to restrict or inhibit other Clients from using and enjoying the Services. CloudVO and its Partners are not responsible for any data, business, or other losses that result from interruption to the internet service provided for Client’s use. Client is responsible for protecting its own computers and data from electrical surges, theft, viruses, other malicious attacks, or network interruptions.

6. Monthly Fees:

Monthly Fees: As a matter of convenience, CloudVO will produce a monthly invoice, which will include all Client charges as of the first day of each month. Unless agreed to in advance, all clients must have a valid credit card on file or make ACH payment arrangements. CloudVO will run all credit card transactions on the 1st calendar day of the month. Client agrees that any errors or delays in billing for additional charges may be corrected by CloudVO at any time. Client will have 30 days to dispute any charge from the date of the first invoice with disputed item. All disputed charges must be submitted to CloudVO in writing. Client agrees to pay any amount not in dispute by the due date. CloudVO’s Partner location may, at the request of Client, provide individually requested services and may, at its discretion, charge Client for such services. Client understands that this will be a separate invoice negotiated directly with Client and in no way replaces the services provided for Client by CloudVO or its Partners as contracted in this Agreement and on the Client Summary.

Late Payment of Fees: Payment not made by close of business on 5th calendar day after the start of the Client’s billing cycle will result in a late fee of 10% of the contracted monthly fee.

Payment of Services and Termination of Virtual and Coworking Space Services in the Event of Default: If Client fails to pay CloudVO’s invoice by the 7th calendar day after the start of the Client’s billing cycle, all contract services and access will be discontinued and variable services will be denied, with or without notice. If Client’s account is terminated and Client wishes to reinstate, then all outstanding fees must be paid as well as a $99.00 reactivation fee. Reactivation is at CloudVO’s discretion.

Dedicated Space Subscription Client Default: If Client is more than ten (10) calendar days past due, CloudVO has the right to declare Client in default. If after three (3) working days from notification of default, full payment for invoiced charges has not been received, CloudVO may without further notice terminate all services provided under this Agreement, including, for avoidance of doubt, denying Client access to the Premises and/or Dedicated Space, turning off Call Answering and Phone Services and Returning Mail to sender. If any part of the invoice is disputed, Client must pay the amount not in dispute by the due date, or be subject to late fees. Any dispute must be in writing and submitted to CloudVO within 30-days of the due date indicated on the invoice.

Taxes: Client agrees to pay for all sales, use, and consumption taxes that CloudVO or its Partner is required to pay for via local tax regulations.

7. Manner of Use:

Manner of Use: Client may use the facilities and services for legitimate business purposes only. Client shall not conduct any activity via Mail, Phone, or on the Premises which is forbidden by law, hazardous, disruptive, or may invalidate or increase the premium of any insurance policy carried by CloudVO or its Partners. Client shall not conduct any activity which impairs the character, quiet enjoyment, reputation, appearance, or operation of the business. Client agrees to strictly adhere to the reasonable rules and regulations mandated by CloudVO, its Partners, and their landlords and staff. Client is responsible for ensuring that its personnel and guests conduct themselves in a business-like and professional manner at all times. CloudVO may immediately terminate a Client’s Agreement in CloudVO’s sole discretion, if Client’s employees or guests use vulgar, abusive, violent, or insulting language or demonstrate aggressive behavior directed toward or observed by any of CloudVO’s staff or takes action to disrupt the business environment of the Partner or its Premises or if Client’s business lawfulness is questioned by local, state, or federal policing or regulatory authorities.

Damages to Premises: Client agrees not to damage, deface, or alter the offices, meeting rooms, common areas, furniture, furnishings, walls, ceilings, floors, or equipment, or otherwise improperly use the space. If CloudVO or its Partners are forced to make repairs due to Client’s use of the space due to the actions or behavior of the Client, its employees, or guests, Client will reimburse CloudVO for all costs associated with repair, over and above normal wear and tear.

Sexual Harassment and Discrimination: Client and its employees, agents, and guests will not engage in legally prohibited acts of sexual harassment to any of CloudVO’s or its Partners’ employees OR other Clients. Client and CloudVO agree to comply with all laws prohibiting discrimination based on a person’s sex, age, race, color, national origin, disability, and/or religion and similar statues.

Confidentiality: Client acknowledges that during its participation in the use of the Premises, Client may be exposed to Confidential Information of CloudVO, its Partners, and/or other Clients. “Confidential Information” shall mean all information, in whole or in part, that is nonpublic, confidential, or proprietary in nature.

Confidential Information 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 Premises, computer systems, and/or books and records of Partner or any other Client, any analyses, compilations, studies, or other documents prepared by Partner or any other Client, 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 believe should be treated as confidential. Client’s license obligates Client to a) maintain all Confidential Information of CloudVO, its Partners, or any other Client in strict confidence, b) not disclose Confidential Information to any third parties, including any other Client, and c) not use Confidential Information in any way directly or indirectly detrimental to CloudVO, its Partners, or any other Client. CloudVO shall have no liability arising from Client’s disclosure, whether intentional or not, of any Confidential Information shared to third parties in or about the Premises.

8. Termination of Agreement:

Termination of Agreement: Client must give at least 30 days’ notice prior to the completion of the initially purchased term to cancel the subscription. If Client does not give notice, then Clients’ term will change to a rolling month-to-month Agreement. Timing of any notice for a month to month Agreement is at least 30 days. Any notice required or permitted under this Agreement must be in writing addressed to CloudVO via email at and requires acknowledgment of receipt. Agreements can only be cancelled upon the successful completion of the agreed-upon term. Because CloudVO provides discounted monthly rates for Clients with longer agreed-upon terms, Client understands that they are responsible for the full value of the term for which they agreed.

Dedicated Space Subscription: Either party can terminate or downgrade space and services as detailed in this Agreement and the incorporate Client Summary at the end of the initial term. If Client does not give notice, then Client’s term will change to a rolling month-to-month Agreement. Timing of any notice for a month-to-month Agreement is at least 30 days. Any notice required or permitted under this Agreement must be in writing addressed to CloudVO via email at and requires acknowledgment of receipt.

Holding Over: (Applicable only for Dedicated Space Clients) If Client does not surrender possession of the Dedicated Space(s) promptly upon termination of this Agreement and does not have written permission of CloudVO, Client shall pay CloudVO for each DAY of such possession one-fifteenth (1/15th) of the amount of the monthly office fee plus all costs, expenses, and damages sustained by CloudVO or its Partner as a result of such possession, and Client will continue to be bound by all the other terms and conditions of this Agreement.

Telephone Number and Mail Forward: Client acknowledges that the U.S. Postal Service will NOT accept a “Change of Address” request for any of CloudVO’s Clients. If Client requires transitional services for up to 6 months to coordinate once per month forwarding of mail and a phone number referral, please contact CloudVO support staff for arrangements. Client must be in good standing with CloudVO and understand that repackaging and forwarding mail and providing referring phone number information comes at a monthly cost. Client further understands that at the expiration of the transition term, irrespective of length, all mail will be marked “Return to Sender” and the phone number, if it is the property of CloudVO, may be assigned to another user. Once a number is released by the Client for non-payment or otherwise, there is no promise of retrieval.

Client’s Personal Property: Upon vacating the Premises, Client is expected to remove all personal property. Any personal property remaining on the Premises will be considered abandoned and will be disposed of, and costs of dispossession will be charged to Client. If dispossession includes the sale of said property, CloudVO nor its Partner has any obligation to the Client for any of the proceeds of the sale.

Closing Fees:

Dedicated Office Subscription: (Applicable only for Dedicated Space Clients.) Upon termination of this Agreement, Client will return the Dedicated Space(s) and furniture in as good a condition as when Client commenced use, normal wear and tear excepted. Client agrees to vacate the premises promptly and to leave the Dedicated Space in at least “broom clean” condition.

9. Service Deposits:

Service Deposits – Virtual Office and Open Coworking Subscription and Dedicated Desk Subscribers: CloudVO, by practice, waives an initial Service Deposit fee so long as payment is made via credit card. If Client’s credit card is declined for any reason and Client does not make alternative payment arrangements to ensure timely payment, in accordance with the “Payment of Fees” provision above, Client will be in default. If such default occurs, CloudVO may, in its discretion, request a refundable deposit to hold on the account, interest-free, until such time as this Agreement is terminated and Client has paid CloudVO in full.

Service Deposits – Dedicated Office Subscriptions: Client agrees to deposit with CloudVO funds equivalent to the first full month’s Monthly Fee, on behalf of CloudVO’s Partner, for advances made on Client’s behalf for a) all of its obligations, including services and rents, b) as security for full performance by Client of the terms set forth in this Agreement, c) for the repair or correction of damage to Client’s space, furnishings, and/or equipment beyond normal wear and tear. Under no circumstances may Client use the Service Deposit in lieu of the last monthly payment of fixed or variable charges.

Keys: Where applicable, Clients will be given the number of keys (including, if required, fobs, mail keys, and access keys) according to the number of prescribed Users. Any key which is lost or stolen must be reported to CloudVO immediately, and Client must pay the cost of replacement and re-keying, if necessary. Client shall not copy any key or allow anyone else to use them without CloudVO’s written consent. Client may be required to deposit with CloudVO a refundable deposit, which varies from location to location, to ensure the prompt return of all keys or access tools assigned to Users.

Return of Deposit: Subject to CloudVO’s rights under the preceding paragraph, the entire deposit, or any balance thereof, after final outstanding balances are assessed, shall be returned to Client within sixty (60) days after Client has terminated this Agreement, and, if applicable, completely vacated the Premises and/or surrendered all keys.

Remedies Upon Client’s Default: On default, CloudVO may choose any or all of the following remedies: a) terminate this Agreement, b) accelerate all rent payments payable under this Agreement, c) demand security deposit or additional deposits, d) take any action authorized by law to recover office space and CloudVO’s or Partner’s property from Client, e) immediately cease providing Client with any or all services, including, for clarity, telecommunications and all network/IT services. Client agrees that the withholding of services without the compliance with the provisions of any applicable unlawful detainer or eviction statute, which only governs the physical occupancy of the office(s), is inapplicable to other services such as telecommunications, reception services, network access, conference rooms, parking, etc. Client agrees that CloudVO and its Partners are incapable of mitigating damages for breach of this Service Agreement.

10. Miscellaneous Provisions:

Occupancy: Dedicated Space Clients agree that if Occupancy cannot be provided by CloudVO or its Partners, for any reason, by the commencement date as agreed in the Client Summary, neither CloudVO nor its Partner shall be liable for any damages, but rent shall not accrue until occupancy can be provided.

Relocation: Dedicated Space Clients agree that upon 30 days’ written notice, CloudVO may require Client to relocate to another office/desk space within the Premises. CloudVO and its Partner will make space available of approximately equal size (or larger) and similar configuration for the remainder of the term at a rate no greater than Client’s current Monthly Fees for the same number of Users.

Insurance: Client understands that neither CloudVO nor its Partners provide any insurance for Client’s benefit. Client agrees to insure, at its own expense, its personal property from all perils, and assumes all risk of loss with respect to its property and that of its employees, agents, and guests. Client agrees to endorse CloudVO AND its named Partner location as additional named insured on its policy.

Media Consent: From time to time, CloudVO and its Partners take videos and photos of the space, particularly during community events. These videos and photos may be posted to our respective websites and social media accounts. Users of the space expressly consent to the use of any photos or videos that include their likeness on CloudVO’s and its Partners’ websites and social media postings.

Waiver: Client acknowledges that due to the imperfect nature of verbal, written, and electronic communications and equipment, neither CloudVO nor its Partners shall be responsible for damages, direct or consequential, which may result from the failure to furnish any service, including but not limited to the service of conveying messages, communications and internet connectivity, access systems, and other utilities or services described under this Agreement or agreed to by CloudVO or its Partners. This indemnification of liability includes any perceived loss of business, profits, or anticipated earnings resulting from or in connection with the Client’s use of CloudVO and its Partners’ services, including telephone, voicemail, phone answering, mail delivery or mail forwarding, internet and computer services, and access systems. Client’s sole remedy and CloudVO’s sole obligation for any failure to render any service, any error or omission, or any delay or interruption with respect thereto, is limited to an adjustment to Client’s billing in an amount equal to the charge for such service for the period during which the failure, delay, or interruption occurs or continues. Nonetheless, Client may terminate this Agreement by providing CloudVO with five (5) days advance written notice if CloudVO or its Partners’ services substantially cease to function for five (5) consecutive business days during the term of this Agreement unless Client is in default of this Agreement.

Further, except for loss or damage to Client’s property intentionally caused by CloudVO or its Partners’ agents or employees, Client, as a material consideration of this Agreement, waives all claims against CloudVO or its Partners for loss or damage to the Client’s property caused by fire, water, theft, or otherwise. Client understands that neither CloudVO nor its Partners provide any insurance for Client’s benefit.

Indemnify and Hold Harmless: Due to the imperfect nature of technology and verbal, written, mailed, or electronic communication, as well as mistakes by employees or associates, or due to strike, Force Majeure, or other unforeseen occurrences, Client agrees that CloudVO is free from all liability for claims for damages by any reason barring willful misconduct on behalf of CloudVO or its agents or employees. This indemnification of liability includes any perceived loss of business, profits, or anticipated earnings resulting from or in connection with Client’s use of CloudVO or its Partners’ services including telephone, voicemail, phone answering, mail delivery or mail forwarding, internet and computer services, access systems, or any Partner center specific services. Client agrees that CloudVO and its Partners are free from all liability for claims for damages by reason of injury to any person, or loss, or damage to any property from any cause while in, upon, or in any way connected with the facilities of CloudVO’s Partners. Client agrees that CloudVO and its Partners are free from all liability, loss, cost, or obligations resulting from any such injuries or losses, however occurring.

Limitation of Liability: Neither CloudVO nor its Partners shall be liable for any direct, indirect, incidental, punitive, special, multiple, or consequential damages resulting from Client’s use of or inability to use the space or services, or for cost of procurement or substitute goods and services, or resulting from any products or services purchased or obtained through the site including loss of profits, use, data, or intangible property, even if CloudVO or its Partners have been advised of the possibility of such damages. The entire liability of CloudVO, and Client’s exclusive remedy with respect to the use of the site and Services, are limited to the lesser of 1) the amount paid by Client for the Services during the three (3) months preceding the date of any claim made by Client, or 2) $500.00 (US), whichever is less. Acceptance of this Agreement by Client releases CloudVO and its Partner from any obligations, liabilities and/or claims in excess of this limitation.

Attorney’s Fees: If either party breaches any term, covenant, or condition of this Agreement, the breaching party shall pay the other party’s reasonable expenses, including attorney’s fees, incurred in enforcing its rights under this Agreement.

CloudVO’s and Partners’ Employees: Client agrees that during the term of this Agreement and for six (6) months after termination, neither Client nor any affiliate of Client shall solicit for hire anyone who is or has been an employee of CloudVO or its Partners during the term of Client’s Agreement or accept compensation in connection with the employment of CloudVO’s or its Partners’ employees. Client may generally recruit in the media and may hire an employee who answers an advertisement without having been personally solicited or recruited by the Client.

Right of Entry: Dedicated Space Clients agree that CloudVO’s Partner center staff shall have the right to enter Client’s Dedicated Space(s) in the following circumstances: a) in the case of emergency, b) upon reasonable advanced notice to Client for cleaning, to make repairs, or to exhibit the office(s) to potential Clients, and c) to supply services requested by Client.

Rules and Regulations: Client agrees to comply with the normal rules and regulations imposed upon CloudVO and its Partners which may be driven by requirement of a Master Lease or by norms dictated by the use of the space, of which amendments may be required from time to time, for which Client will be notified in writing. If applicable and required by a specific Partner location, Client agrees to accept and sign acknowledgment of specific Premises-based Rules and Regulations as may vary from location to location.

Master Lease: Client acknowledges that this Agreement shall be subject and subordinate to the Lease under which CloudVO’s Partners may hold possession of the Premises. Upon termination of such Lease, for any reason, this Agreement shall terminate, and Client will be notified of any alternate locations which may be available.

Assignment and Subletting: Client’s interest under this Agreement may not be encumbered or assigned, in whole or part, either by act of Client or by operation of law, without the express written consent of CloudVO. In the absence of written consent, any purported encumbrance, assignment, or sublease by Client shall not be binding on CloudVO.

Time is of the Essence: The timing provisions contained in this Agreement constitute a material part of the Agreement.

Applicable Law: The Agreement shall be governed and construed in accordance with the laws of the State of California, where CloudVO has its principal place of business. This instrument and all documents incorporated by reference contains the entire Agreement of the parties. No representation or promise relating to and no amendment of this Agreement shall be binding unless it is in writing and signed by both parties. If any provision of this Agreement is held to be unenforceable, this Agreement shall be construed without such provision. The captions are not part of the Agreement.

11. House Rules:

Conference Room Usage: (If applicable) Client will receive account information to access CloudVO’s meeting room booking portal for scheduling, on a first-come, first-served basis, day office or meeting room space. Contracted credits are to be used by the last billing day of the month and will not be carried over. Credit use over the contracted amounts will be billed at CloudVO’s then-current hourly rates. Client agrees to adhere to CloudVO’s cancellation and other pertinent policies regarding use as posted on the CloudVO site. Pre-purchased credit plans will be tracked, and overage fees, when applicable, will be applied at the end of the calendar month.

Alterations: Client may not make any physical alterations to any meeting room, coworking, office(s), or dedicated space without the prior written consent of CloudVO.

Corridor and Exit Doors: Client will not prop open any corridor doors, exit doors or doors connected to corridors during or after business hours.

Service Animals: Service animals, animals assisting the disabled, may be brought in or kept in or about the Premises or building, but Client will need to inquire as to site-specific animal policies. Some Partner locations may not allow animals, other than service animals, onto or in the property.

Smoking: Smoking, including vape and e-cigarettes, is prohibited in the Premises at all times. Client and its employees and guests must follow individual building rules regarding smoking restrictions.

Signage: No sign, placard, picture, advertisement, name, or notice shall be inscribed, displayed, printed, or affixed on or to any part of the outside or inside of the building without the written consent of CloudVO.

Common Areas: The sidewalks, halls, passages, exits, entrances, elevators, and stairways shall not be obstructed by any use of the Client or used for any purpose other than for ingress and egress from the Premises.

Quiet Enjoyment: Client will not interfere with the quiet enjoyment of any of clients at CloudVO’s Partner locations. Loud and abusive behavior which impedes the quiet enjoyment of the Premises will be considered a breach of this Agreement.

Door Locks: Client shall not alter any lock or install any new or additional locks or any bolts on any doors or windows of the Premises.

Restrooms: The building restrooms, urinals, wash bowls, and other apparatus shall not be used for any purpose other than that for which they were constructed. No foreign substance of any kind shall be thrown therein and the expense of any breakage, stoppage, or damage resulting from the violation of this rule shall be borne by the Client or its agents, officers, employees, invitees or guests who have caused it.

Use: Other than use of the microwave and coffee machine, no other cooking shall be done or permitted by any Client on the Premises, nor shall the Premises be used for storage of merchandise, washing clothes, lodging, or any improper, objectionable, or immoral purpose.

No Flammable or Toxic Materials: Client shall not use or keep in the Premises any flammable or combustible fluid or material, or use any method of heating or air conditioning other than that supplied by CloudVO or its Partners (small office fans excluded). Client shall not use, keep, or permit to be used or kept, any foul or noxious gas or substance in the Premises.

Access to Building and Premises: On weekends and legal holidays, and other days between the hours of 5:00 p.m. and 8:30 a.m. the following day, access to the Premises, building, elevators, and stairways may be refused unless the person seeking access is known to the person or employee of the building and has access “keys.” Neither CloudVO nor its Partners shall be liable for damages from any error in admission to or exclusion from the Premises or building. In case of invasion, mob, riot, public excitement, or other commotion, access to the building and/or Premises may be denied by the closing of the doors or otherwise, for the safety and protection of the Premises, its occupants, and property. CloudVO and its Partners reserve the right to exclude or expel from the Premises and building any person who, in the judgment of CloudVO or its Partners’ staff, is intoxicated or under the influence of liquor or drugs, or who shall in any manner appear likely to act in violation of any of the rules of the Premises.

Common Area Operations: CloudVO and its Partners shall have the right to control and operate the public portions of the Premises, including the building, the public facilities, and heating and air conditioning, as well as facilities furnished for the common use of the Clients, in such manner as it deems best for the benefit of the Clients.

Enforcement: Client agrees that compliance with these House Rules is a material component of the Client License Agreement and Terms of Use between Client and CloudVO. Client agrees to abide by all such rules and regulations and any written amendments or modifications to the same. CloudVO shall have no responsibility to Client for any violation or non-performance of these House Rules by any of CloudVO’s clients, its Partners’ other Clients, or Clients of the building.