Rental Agreement
Please read the following terms and conditions carefully
Your Rental Selection
PARTIES
This Agreement is made between:
Provider: Ricardo Herbstrith Carvalho Unipessoal LDA, NIPC: 517178737, with registered office at Rua Joaquim António de Aguiar, 150, 4300-465 Porto, hereinafter referred to as the "Provider"
Member: The individual or company subscribing to the coworking space services, hereinafter referred to as the "Member"
ARTICLE 1 - OBJECT AND ACCEPTANCE
1.1 This Agreement governs the provision of coworking services for the exclusive use of the "Office Dot" private office, including access to work spaces, infrastructure, equipment and complementary services, under the conditions defined herein.
1.2 Contract of Adhesion: This is a contract of adhesion ("take it or leave it") and is not subject to negotiation. By proceeding with this Agreement, the Member accepts all terms without modification.
1.3 Tacit Acceptance: Continued use of the premises after receipt of any modified terms constitutes automatic acceptance of those terms. The Provider may modify this Agreement with 15 days' written notice.
ARTICLE 2 - RENTAL TERMS AND SPECIFICATIONS
2.1 Office Specifications: The Member is granted exclusive use of "Office Dot," a private enclosed office space measuring approximately 8 square meters, located on the main floor of the facility.
2.2 Included Amenities: The office includes one adjustable tilting desk, one high-quality ergonomic chair, two additional chairs for guests, and one storage cabinet.
2.3 Access Hours: 24/7 access is granted through key access systems provided by the Provider.
2.4 Contract Period: This Agreement commences on the day following the execution of this Agreement and continues on a monthly basis with automatic renewal until formally terminated according to Article 9.
ARTICLE 3 - SERVICES INCLUDED
3.1 The following services are included in the rental fee:
- High-speed fiber internet connection (subject to availability and technical limitations)
- Use of common areas (lounges, kitchen facilities)
- Provision of coffee, tea and water (available during business hours, subject to availability and stock)
- Cleaning and maintenance of common areas
- Use of restroom facilities
- Access control and building security
- Printing and copying according to the contracted plan
- Reception of mail and packages (without liability for loss, damage or delays)
- Meeting Room access: The Member is entitled to use the Meeting Room facility twice per calendar month, for maximum 2 hours per session, subject to availability and prior reservation
ARTICLE 4 - FINANCIAL TERMS
4.1 Monthly Fee: The monthly rental fee for Office Dot is €400 (four hundred euros), exclusive of VAT.
4.2 Payment Authorization: Payment shall be made through automatic debit via credit or debit card subscription. The Member hereby provides irrevocable authorization for the Provider to charge the designated card on the first day of each new monthly term, which commences immediately upon expiration of the preceding monthly term, for the monthly fee throughout the duration of this Agreement.
4.3 Chargeback Fee: If the Member disputes a valid charge with their card issuer (chargeback), the Member shall be liable for a €75 administrative fee in addition to the original amount due.
4.4 Late Payment: In case of payment delay exceeding 5 (five) business days, the Provider may:
- Suspend the Member's access to the space until full payment is received
- Charge a late fee of 15% of the monthly fee
- Charge interest at the legal rate for commercial transactions
- Terminate this Agreement pursuant to Article 9.2
4.5 No Refunds: No refunds will be issued for early termination, non-use of the facilities during the contracted period, or termination for breach of contract by the Member.
4.6 Outstanding Payments: Upon termination for any reason, the Member remains liable for all outstanding payments for the entire period the Agreement was valid, including any additional fees, penalties, or damages incurred by the Provider.
4.7 Price Adjustments: The Provider reserves the right to adjust prices with 30 days' written notice.
ARTICLE 5 - MEMBER OBLIGATIONS AND RESTRICTIONS
5.1 Proper Use: The Member shall use the space responsibly and respectfully, in accordance with internal regulations and all applicable laws.
5.2 No Subletting: The Member shall not assign, sublet, share, or transfer the space with third parties under any circumstances.
5.3 Property Care: The Member shall maintain equipment and furniture in good condition and shall be financially responsible for any damage beyond normal wear and tear.
5.4 No Modifications: The Member shall not make structural changes, install fixtures, add furniture, alter electrical systems, paint, drill, or otherwise modify the premises without prior written authorization. Any unauthorized modifications will be restored at the Member's expense.
5.5 Conduct and Prohibited Activities: The Member shall avoid activities that disturb other users' work environment. Specifically prohibited activities include but are not limited to:
- Telemarketing or high-volume phone sales
- Multi-level marketing or pyramid schemes
- Cryptocurrency mining or high-power computing operations
- Excessive noise, disruptive behavior, or inappropriate conduct
- Any action that may damage the Provider's reputation
- Any illegal activities or violation of applicable laws
5.6 Guest Policy: Guests are strictly prohibited from accessing private offices unless for professional meetings. In private offices, guests may remain for maximum 3 hours and must be accompanied by the Member at all times. Meeting Room use by guests requires prior reservation and adherence to time limits.
5.7 No Smoking: Smoking is strictly prohibited throughout the facilities, including electronic cigarettes.
5.8 Damage Reporting: The Member shall immediately report any damages, malfunctions, safety hazards, or security incidents.
5.9 Key Return: The Member shall return all keys and access devices immediately upon contract termination. Failure to return keys will result in a €15 replacement fee per key.
5.10 No Residential Use: Using the space for residential purposes, including sleeping or overnight stays, is strictly prohibited and will result in immediate termination without refund of any payments.
5.11 Compliance with Laws: The Member shall comply with all applicable laws, regulations, and licensing requirements while using the facilities.
5.12 Insurance: The Member is strongly recommended to maintain appropriate insurance coverage for personal property and liability. The Provider assumes no responsibility for the Member's business activities or insurance needs.
5.13 Security: The Member is responsible for maintaining the security of their access keys and shall not duplicate or share them with unauthorized persons.
5.14 Unauthorized Meeting Room Use: Use of meeting rooms beyond allocated time or without reservation will result in a fee of €25 per hour or portion thereof.
5.15 Cleaning Standards: The Member must maintain their office in a clean and orderly condition. If excessive cleaning is required, a €50 special cleaning fee will be charged.
ARTICLE 6 - PROVIDER'S RIGHTS AND OBLIGATIONS
6.1 Access Rights: The Provider maintains the right to access all coworking spaces for maintenance, inspection, security purposes, or to show the premises to prospective users.
6.2 Infrastructure: The Provider shall ensure proper functioning of infrastructure during normal business hours.
6.3 Common Areas: The Provider shall maintain clean and well-maintained common areas.
6.4 Security Monitoring: The Provider monitors common areas via security cameras for safety and security purposes. The Member acknowledges and consents to such monitoring.
6.5 Usage Monitoring: The Provider may monitor usage patterns, frequency, and hours of facility use for operational and security purposes.
6.6 Temporary Access Revocation: The Provider reserves the right to temporarily revoke access privileges in case of policy violations, pending investigation of incidents, or for maintenance and safety reasons.
6.7 Information: The Provider shall inform the Member of relevant changes to services provided.
6.8 Suspension of Services: The Provider may temporarily suspend services for maintenance, repairs, emergencies or force majeure events without liability.
ARTICLE 7 - LIMITATION OF LIABILITY
7.1 Personal Property: The Provider assumes no responsibility for personal property left on the premises, including losses, theft, misplacement or damages, regardless of cause.
7.2 Abandoned Property: Personal items left in common areas or in the office after termination will be stored for 15 days. Items appearing abandoned or of minimal value may be immediately discarded. A €25 storage and handling fee will apply for reclaiming stored items.
7.3 Connectivity: The Provider assumes no responsibility for internet blackouts, connectivity issues, or service interruptions from third-party providers.
7.4 Security Measures: The Member acknowledges that security measures are preventive but not infallible, and the Provider makes no warranties regarding the effectiveness of security systems.
7.5 Consequential Damages: The Provider shall not be liable for any indirect, special, incidental, or consequential damages, including but not limited to lost profits, business interruption, or data loss.
7.6 Member's Responsibility: The Member is exclusively responsible for their belongings and should use lockers or carry valuables. The Member assumes all risk associated with leaving personal property on the premises.
7.7 No Warranty: The Provider makes no warranties, express or implied, regarding the suitability of the premises for the Member's particular business needs.
ARTICLE 8 - EXPANDED LIMITATIONS AND DISCLAIMERS
8.1 Service Interruptions: The Provider shall not be liable for any interruptions in services including but not limited to internet connectivity, electricity, water, heating, cooling, or other utilities, regardless of cause.
8.2 Third Party Services: The Provider assumes no responsibility for services provided by third parties, including telecommunications providers, cleaning services, or security companies.
8.3 Building Systems: The Member acknowledges that building systems may require occasional maintenance and repairs, and agrees that such activities do not constitute a breach of this Agreement.
8.4 Force Majeure: The Provider shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, government regulations, public health crises, strikes, utility failures, or other major disruptive events.
8.5 Indemnification: The Member agrees to indemnify, defend and hold harmless the Provider from and against any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys' fees) arising from or in connection with the Member's use of the premises, violation of this Agreement, violation of any law or regulation, or any damage to the premises or equipment caused by the Member or their guests.
8.6 No Creation of Tenancy: This Agreement does not create a landlord-tenant relationship. The Member acknowledges they have no property interest in the premises and no rights beyond those expressly granted in this Agreement.
ARTICLE 9 - TERMINATION AND CONTRACT CESSATION
9.1 Automatic Renewal: This Agreement automatically renews on a monthly basis until formal termination is provided in accordance with this Article.
9.2 Termination by Member: The Member may terminate this Agreement with 30 days' written notice via registered mail or email with read receipt confirmation. The Member remains responsible for all payments through the effective termination date.
9.3 Termination by Provider for Cause: The Provider may terminate this Agreement immediately and without prior notice in case of:
- Non-payment exceeding 5 business days
- Inappropriate conduct or serious violation of internal rules
- Misuse of facilities or violation of any provision in Article 5
- Illegal activities on the premises
- Violation of the no-residential-use policy
- Actions that endanger the safety or security of the facility or other users
- Bankruptcy, insolvency, or assignment for the benefit of creditors
9.4 Termination by Provider Without Cause: The Provider may terminate this Agreement with 30 days' written notice for any reason.
9.5 Post-Termination Obligations: Upon termination, the Member shall:
- Vacate the premises and remove all personal property within 3 business days
- Return all keys and access devices
- Settle any outstanding payments, including the full monthly fee for the final month regardless of the termination date
- Leave the office in the same condition as at the start of the Agreement, normal wear and tear excepted
- Pay for any damages or cleaning required beyond normal wear and tear
9.6 Abandoned Property: Any personal property left on the premises after termination may be disposed of at the Provider's discretion, with the cost of disposal charged to the Member.
ARTICLE 10 - RELOCATION CLAUSE
10.1 The Provider reserves the right to relocate the Member to another office of similar characteristics within the same facility, with 15 days' prior written notice, for operational, maintenance, or business reasons.
ARTICLE 11 - CONFIDENTIALITY, MARKETING AND NON-COMPETITION
11.1 Confidentiality: Both parties agree to maintain confidentiality of all professional or personal information obtained under this Agreement.
11.2 Marketing Use: The Member grants the Provider the right to use their name, logo, and business information in marketing materials, including but not limited to the Provider's website, social media, and printed promotional materials.
11.3 Non-Competition: During the term of this Agreement and for 24 months following its termination, the Member shall not establish, operate, or invest in any coworking space within a 5-kilometer radius of the Provider's location.
11.4 Data Protection: Personal data processing shall comply with the General Data Protection Regulation (GDPR) and other applicable legislation.
ARTICLE 12 - GOVERNING LAW AND DISPUTE RESOLUTION
12.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Portugal.
12.2 Jurisdiction: Any disputes arising from this Agreement shall be submitted to the exclusive jurisdiction of the common courts of Porto, Portugal.
12.3 Attorneys' Fees: In any legal action to enforce this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs.
ARTICLE 13 - GENERAL PROVISIONS
13.1 Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions, negotiations and agreements.
13.2 Amendments: Any amendment to this Agreement must be made in writing and signed by both parties.
13.3 Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
13.4 Notices: All notices under this Agreement shall be in writing and delivered to the addresses specified herein.
13.5 No Waiver: Failure by either party to enforce any provision of this Agreement shall not be construed as a waiver of such provision.
13.6 Non-Transferability: This Agreement is strictly personal to the Member and may not be assigned, transferred, or sublet to any third party under any circumstances. In the event of the Member's death, incapacity, or any other circumstance preventing the Member from utilizing the services, the Member's successors, heirs, or assigns shall have no right to refund, compensation, or to assume the Member's rights or obligations under this Agreement. The Provider shall not be liable for any refund or compensation in such events.
13.7 Time of Essence: Time is of the essence for all provisions of this Agreement.
13.8 Counterparts: This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
13.9 Survival: All provisions that by their nature should survive termination shall survive, including but not limited to payment obligations, limitations of liability, and indemnification.
13.10 Silence Clause: If the Member does not formally object to any charges, modifications, or notices within 15 days of receipt, they shall be deemed to have accepted them.
Porto, Portugal
Agreement Date:
Effective Date:
Ricardo Herbstrith Carvalho Unipessoal LDA
Provider
ACKNOWLEDGMENT
The Member acknowledges that they have read this entire Agreement, understand its terms, and voluntarily agree to be bound by all its provisions without exception or reservation.
