MEMBERSHIP AGREEMENT CO-WORK MEMBERSHIP AGREEMENT Email * Name * First Name Last Name Address Address 1 Address 2 City State/Province Zip/Postal Code Country Phone (###) ### #### * This Co-Work Membership Agreement (“Membership Agreement”) is made and entered into by and between Wayfinders Inc., an Indiana nonprofit organization duly authorized to do business in the State of Indiana, with a current principal place of business at 44 West Main Street, Brownsburg, IN 46112 (hereinafter called “Wayfinders”) and the party listed below in “Contact Information” (hereinafter called “Member”) (collectively, the “Parties,” and individually, the “Party”). Member hereby agrees to use the building, grounds, fixtures, and common areas of Wayfinders, located at 44 West Main Street, Brownsburg, Indiana (the “Premises”), for the purpose of co-working space. In executing this Membership Agreement, Member agrees to be bound by and adhere to the “Terms and Conditions” set forth herein and the Community Guidelines, attached and incorporated herein as “Addendum A.” The Community Guidelines may be amended by Wayfinders from time to time in its sole discretion. TERMS AND CONDITIONS Nature of This Agreement. This Membership Agreement is intended by the Parties to be the commercial equivalent of an agreement for accommodation in a hotel. The whole of the Premises remains Wayfinders’ property and in its possession and control. This Membership Agreement is personal to the Member and cannot be transferred to anyone else. Notwithstanding anything in this Membership Agreement to the contrary, the Parties agree that their relationship is not that of landlord-tenant or lessor-lessee and this Membership Agreement in no way shall be construed as to grant the Member any title, easement, lien, possession or related rights in Wayfinders’ business, the Premises or anything contained in or on the Premises. This Membership Agreement creates no tenancy interest, leasehold estate or other real property interest. The Parties shall each be independent contractors in the performance of their obligations under this Membership Agreement, and this Membership Agreement shall not be deemed to create a fiduciary or agency relationship, or partnership or joint venture, for any purpose. Neither Party shall in any way misrepresent their relationship. Description of Membership Services. Subject to the Community Guidelines, Member shall receive the following services under this Membership Agreement (the “Services”): Non-exclusive access to work stations, office space, office equipment, and common areas; Non-exclusive access to dedicated phone booths for conducting calls and videoconferences; High-speed internet; Use of a printer; Use of a dedicated conference room for up to four (4) hours per month when reserved on a first-come-first-served basis. Commitment Term, Cancellation, and Termination. This Membership Agreement will continue on a month-to-month basis, with automatic renewal, at the above monthly rate. To cancel the monthly membership and stop billing of the Monthly Membership Fee, Member must provide written notice to Wayfinders of its intention to cancel the membership. Cancellation of membership will not eliminate any accrued balance Member may owe, nor will Member be entitled to a refund of any amounts paid prior to cancellation. Furthermore, nothing in this section shall prohibit Wayfinders from terminating this Membership Agreement at any time. Payment Terms. Member agrees to pay the Monthly Membership Fee via an Automated Clearing House (ACH) debit transaction, other pre-authorized electronic fund transfer, or major credit card. Member is responsible for paying any fees of his/her financial institution associated with the pre-authorized payment. In accordance with applicable law, if Wayfinders’ first attempt to collect any fee under this Membership Agreement is unsuccessful, Wayfinders may make additional attempts to collect from any/all payment methods Member provides, plus a service fee of up to $25 or the maximum amount allowed by law for each instance Wayfinders submits or re-submits such payment request and it is returned uncollectable for any reason, including insufficient funds, expired or canceled payment cards, overdrafts and closed accounts. Wayfinders reserves the right to terminate this Membership Agreement and cease all Services in the event of a late payment, including any payment which is late due to insufficient funds. Internet Policy. Wayfinders makes no representations whatsoever as to the security of the internet, wired or wireless telecommunications systems, or hosting services provided under this Membership Agreement, or of any data or communications system or any information that Member sends through or places on it, and Member has no expectation of privacy with respect to such systems. Wayfinders shall not be responsible for any loss of data, information, business, goodwill or otherwise in connection with the internet services provided, including but not limited to interruptions of service. Member shall be responsible to protect its own computers, devices and data, information, business and goodwill from damage or interference, including but not limited to viruses or malware. Release and Indemnity. As part of the consideration for being allowed to use the Premises, Member releases and hereby agrees to indemnify, hold harmless, and defend Wayfinders, its trustees, employees, agents or representatives, jointly and individually, from and against any and all losses, claims, liabilities, and expenses, including reasonable attorney fees, if any, arising out of Member’s use of the Premises, including but not limited to Member’s negligent actions, errors, omissions, willful misconduct and/or fraud. Member further understands and agrees that neither Wayfinders, nor its trustees, representatives, employees, and agents may be held liable in any way for an occurrence in connection with this Membership Agreement which may result in injury, harm, or other damages to Member or its organization and guests, invited or not. Rather, Member or its organization shall be responsible for any property damage, personal injury or death that may occur during Member’s use of the Premises. Member further agrees that in the event that Member brings a claim or lawsuit in violation of this Membership Agreement, Member shall be liable for any attorney fees and costs incurred by Wayfinders, its trustees, employees, agents, or representatives in connection with the defense of such claim or lawsuit. Dispute Resolution/ Arbitration. The Parties will attempt to resolve any dispute arising out of or relating to this Membership Agreement through friendly negotiations amongst the Parties. If the matter is not resolved by negotiation, the parties will resolve the dispute using the Alternative Dispute Resolution (ADR) procedure specified herein. Any claim or dispute arising from or related to this Membership Agreement shall be settled by mediation and, if necessary, legally binding arbitration, in accordance with the Rules of Procedure for Christian Conciliation of the Institute for Christian ConciliationTM; judgment upon an arbitration decision may be entered in any court otherwise having jurisdiction. Conciliation services may be provided by a mutually agreed upon individual volunteer, a professional mediator, or a Certified Christian Conciliator. Notice. Notices under this Membership Agreement shall be given to Member in person or at the mailing address or email listed above in “Contact Information.” Notices to Wayfinders shall be given in writing at 44 West Main Street, Brownsburg, IN 46112 or via email at brandon@yourwayfinders.org. Governing Law. This Membership Agreement shall be construed in accordance with the laws of the State of Indiana. Entire Agreement/ Amendment. This Membership Agreement contains the entire agreement of the Parties and there are no other promises, conditions, understandings or other agreements, whether oral or written, for co-work space. This Membership Agreement may be modified or amended in writing, if the writing is signed by the Party obligated under the amendment. Severability. If any portion of this Membership Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Membership Agreement is invalid or unenforceable, but that by limiting such provision, it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. Waiver. The failure of either party to enforce any provisions of this Membership Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Membership Agreement. I agree to all of the statements listed above in the Wayfinders Co-Work Membership Agreement * Sign & date agreement to agree to the Membership Agreement * Thank you! Events Hours Open: Monday - Thursday: 8-4:30Closed: Friday - Sunday