Legal Agreement: Terms of Service

Terms of Service of the Ayers Entrepreneur Center: 

MEMBERSHIP AGREEMENT

Ayers Entrepreneur Center was created to foster and support a coworking community by providing its members with space, tables, phone rooms, chairs, Internet connectivity, a collaborative community, and other resources to be a tool of the Come Home Tennessee initiative of the Ayers Foundation Trust. By joining the Ayers Entrepreneur Center, our members agree to certain rules for our community (“Rules of the Ayers Entrepreneur Center” or “Rules”). The goal of a community such as the Ayers Entrepreneur Center is to help each of us work hard, so we should be considerate of each other, play well together, and follow the Rules of the Ayers Entrepreneur Center. If one of us doesn’t follow the Rules, it affects all of us, and as a condition to membership, we each agree to abide by this Membership Agreement (“Agreement”).

Any questions about this Agreement, the Anti-Harassment Policy, or any rules not covered here, should be addressed by email to shannon.haynes@theayersfoundation.org. Otherwise, here are the Rules of Ayers Entrepreneur Center, which all members, including you, agree to:

1. Conduct

Behave well and treat others the way you would want to be treated. Keep in mind that people who are annoyed or offended may not tell you so directly, but instead engage less with Ayers Entrepreneur Center, which hurts everybody.

At the staff’s discretion, or upon notice from other members, disruptive or abusive language or behavior will result in a warning and a mark against your membership (a “strike”). On the third strike, your membership will be revoked. Your membership may be revoked prior to the third strike upon the sole discretion of the staff.

These are the general rules we ask you to abide by:

  1. Respect the space and leave it as you find it. if you move things around, then return them to their original spot and please tidy up after yourself.
  2. Indoor voice. We are all trying to get work done, so try to be mindful and respectful of others’ attention and time. Generally, if someone has their headphones on, please respect their privacy. Ayers Entrepreneur Center is not a library, and collaboration is encouraged, but this is a professional workplace, first and foremost.
  3. Phone calls. If you have a phone call and it will last just a minute or two, feel free to take it in the common areas. If you are going to be on a longer call, please step into an available empty room or use the Quiet Booths. We are installing them so that you and your fellow co-workers could have some privacy and avoid the mental oddity of hearing half of a conversation.
  4. Harassment. Please read our Anti-Harassment Policy. We have zero tolerance for harassing our members or guests of the Ayers Entrepreneur Center. Members or guests violating the Anti-Harassment Policy will be sanctioned or expelled from the space or the event at the discretion of the staff.
  5. Visitors. We encourage visitors! Feel free to invite friends or clients for lunch, a quick meeting, or just to say hello. Visitors are here to meet with you-- maybe potential clients, or someone you’re working on a project with. Visitors aren’t here to work on their own project, or even necessarily just to work beside you. At that point, your visitor would need to get a Day Pass. However, if your visitor is going to be here for more than 2 hours we would ask that they pay for a day pass. Guests are required to adhere to the Rules of the Ayers Entrepreneur Center. 
  6. Children and Pets. Children under 13 and all pets are not allowed in the building without the approval of staff. 
  1. Desk use:
  • Dedicated desk members: this desk space is yours to use, and will be occupied solely by you during the time of your membership. Please feel free to add your personal items to your desk, but refrain from marking on or destroying the desks in any way.
  • Members: Please do not leave property on the desks or around the desks when you will not be working there that day. Take home what you bring in, or know that it will go in the Lost & Found. Leaving items on desks will result in a strike.
  • Cafe/Refrigerator. The cafe has water, coffee and light snacks available to our members.  The refrigerator is primarily for storing that day’s food, beverages, and occasional leftovers from events. As a general policy, food that is older than one week and taking up space will be thrown out. Containers or food left in the refrigerator may be thrown out at any time at the discretion of the staff. Labeling your food will help us give you a heads up and allow others to know not to help themselves to your food/drink. 
  • Alcohol policy. We do not tolerate intoxication. Be mindful, too, that your “quitting time” may not match up with everybody else’s schedule. Underage drinking is not tolerated and will result in immediate cancellation of membership.
  • Heat & air conditioning. We set the heat and air conditioning on a schedule that makes sense for most people. Please do not alter the thermostats. If the heat or air conditioning do not seem to be working, please notify staff.
  • Meeting Booths: please keep these for small meetings and refrain from working out of them solo.
  • Printer: As a part of your membership, you have access to the printer/copier/scanner.  You will need to be set up to print on your own computer by Ayers staff.  This is provided as a courtesy and meant for small jobs.  Any larger print jobs (25 + pages) need to be sent to a commercial printer.  Please print in Black and White whenever possible as we pay significantly more for color. 
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  • Ayers Audio Visual Studio: This space is available to monthly members and those with a dedicated desk or office.  Please reserve this space by the hour through the Proximity system. Members shall be entitled to 4 hours per month. Additional time may be requested. Non-members may book the room at a rate of $25 per hour, with a minimum of 2 hours or $99 for a day at the discretion of the Staff and must sign this agreement and follow the rules herein.
  2. Community

Believe in yourself, believe in others, and especially believe in the collaborative power of the Ayers Entrepreneur Center’s community. Network. Collaborate. Work hard. Have fun. Improve Ayers Entrepreneur Center for all. Give the staff input to make Ayers Entrepreneur Center better. And if this isn’t your sort of thing, see 1. Conduct. Don’t join Ayers Entrepreneur Center because you are only interested in selling to its members. That includes multi-level marketing or promoting “get rich quick” schemes that are so popular on the web today; it’s not what we are about, so don’t bring it here. Violations of this will result in a strike.

3. Changes

We will do our best to notify members of changes to the Rules and this Agreement. 

4. Fees

We collect fees for monthly memberships, day passes, conference rooms and event space through credit card billing. If you believe you have been billed in error, you should contact the staff before disputing the charge with your card company (they are usually easy to solve). You are expected to pay for services up front. Membership is paid monthly or yearly. To cancel membership please contact staff. We offer two hours of complimentary meeting space per year to non-profit organizations, with a 20% discount on additional usage thereafter.

5. Termination

See section 1. Conduct for reference to what actions could lead to termination of your membership. Beyond those day-to-day rules, you agree not to use Ayers Entrepreneur Center for any purpose that is unlawful, prohibited, or that could damage, disable or impair any of the Ayers Entrepreneur Center’s equipment, or keep other members from using Ayers Entrepreneur Center’s equipment, or that would hurt Ayers Entrepreneur Center as an ongoing business. This also means you won’t attempt to gain access to any computer systems or networks of the Ayers Entrepreneur Center (beyond general web access) or the Ayers Foundation Trust, or attempt to obtain any materials or information not intentionally made available to all members. If you attempt to do any of these things, then forget about the three strikes under Rules of Ayers Entrepreneur Center No. 1, as your membership may be terminated immediately.

6. Connections

You also agree not to use Ayers Entrepreneur Center in connection with:

  1. Contests, pyramid schemes, chain letters, junk email, spamming or similar annoying behavior; b. Defaming, abusing, harassing, threatening or otherwise violating the legal rights (such as privacy and publicity) of others; c. Posting, distributing or disseminating inappropriate, profane, defamatory, obscene, indecent, or unlawful material or information; d. Uploading, reproducing, using, performing or otherwise making available, images, software or other material or information which infringes another’s rights, or is protected by intellectual property laws where you don’t own or license such rights; and e. Uploading or using files that contain viruses, corrupted files, or any other similar software or programs that may damage the computers or property of Ayers Entrepreneur Center or another member.

8. Confidences

You acknowledge that during your membership at Ayers Entrepreneur Center, you are going to be exposed to Ayers Entrepreneur Center and Ayers Foundation Trust Confidences. “Ayers Entrepreneur Center Confidences” means information (such as business information, trade secrets, technology, customers and prospects, and other secret stuff) disclosed by Ayers Entrepreneur Center or by other members of Ayers Entrepreneur Center (including through your keen observation) that is confidential or proprietary in nature and simply just not known by others. It’s plain and simple - you agree to keep confidential and not to disclose or use Ayers Entrepreneur Center Confidences, you understand that they remain the exclusive property of whomever disclosed them, and you don’t acquire any rights to such Confidences. If there are any problems with this, please contact a staff member or email shannon.haynes@theayersfoundation.org.

9. Complaints

Please don’t make defamatory or disparaging comments about Ayers Entrepreneur Center, Ayers Foundation Trust or other members. Frankly, if you don’t have anything good to say, then keep it to yourself or let a staff member know about it. 

10. Liability

Neither Ayers Entrepreneur Center nor its members will assume any liability to you with respect to your access to, participation in, use of Ayers Entrepreneur Center or Ayers Entrepreneur Center Services, or any loss of information or other property resulting from such participation or use. Basically, if you leave stuff here and it disappears, we are not liable (but we will certainly look into how it happened and work to prevent such losses).

Ayers Entrepreneur Center will not assume liability for damages or injuries to clients, guests, or other parties that members may invite to the Ayers Entrepreneur Center. As a user, you might decide to carry a Renters Insurance Policy to cover your own equipment while using our space and any other insurance you deem necessary or desirable. We would be glad to put you in touch with our insurance agent about a general liability policy, if this is of particular concern.

  1. Photography & Quote Statement Release

To advance Ayers Entrepreneur Center and its role in the community, Ayers Entrepreneur Center regularly utilizes images and/or quotes/statements of Ayers Entrepreneur Center’s programs, facilities, and tenants to feature in marketing and promotional materials. Your image and/or quote/statements/participation may be used in print and electronic media for Ayers Entrepreneur Center, including but not limited to Ayers Entrepreneur Center’s website, newsletters, press releases, and brochures. As such, you authorize Ayers Entrepreneur Center to use your image and or quote/statement for any use Ayers Entrepreneur Center deems appropriate in the promotion and marketing of Ayers Entrepreneur Center. You understand that your quote/statement may be edited but will continue to reflect your original meeting. You understand that your name, credentials and company information may be identified. You fully discharge Ayers Entrepreneur Center from any and all claims, monetary and otherwise, arising out of the use of your quote/statement. By signing the end of this agreement, you give permission to Ayers Entrepreneur Center to use your photograph, image, and/or quote/statement as described above.

12. Disclaimer

Legal types ask that the following sections be CAPITALIZED, which means you’re really supposed to pay attention (frankly, you’re supposed to pay attention to ALL these Rules of Ayers Entrepreneur Center). Here goes:

  1. AYERS ENTREPRENEUR CENTER PROVIDES SERVICES “AS IS” AS A SERVICE AND NOT AS A LEASE OF REAL PROPERTY, AND DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, TO THE EXTENT PERMITTED BY LAW. THERE IS ALSO NO WARRANTY OF TITLE, QUIET ENJOYMENT OR POSSESSION. THE ENTIRE RISK OF PARTICIPATING IN OR USING AYERS ENTREPRENEUR CENTER SERVICES, REMAINS WITH YOU. 
  2. IN NO EVENT SHALL AYERS ENTREPRENEUR CENTER OR ITS AGENTS, OWNERS, MEMBERS, OR EMPLOYEES BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL OR OTHER DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), NEGLIGENCE, AND ANY OTHER LOSS) ARISING OUT OF OR IN ANY WAY RELATED TO AYERS ENTREPRENEUR CENTER’S SERVICES OR OTHERWISE, TO THE EXTENT PERMITTED BY LAW.

13. Indemnification

Besides all that CAPITALIZED stuff in 12. Disclaimer, you also release, and agree to indemnify, defend and save harmless Ayers Entrepreneur Center, its agents, owners, members and employees, from and against all claims, liabilities, losses, damages, expenses, judgments, fines and penalties based on or arising out of your negligent actions, errors and omissions, willful misconduct or fraud, breach or violation of the Rules of Ayers Entrepreneur Center or otherwise suffered in connection with your participation in Ayers Entrepreneur Center or use of Ayers Entrepreneur Center’s Services.

14. Consent

Take note that you can’t assign this Agreement without the prior written consent of Ayers Entrepreneur Center. Since Ayers Entrepreneur Center is situated in the City of Parsons, we all agree that the law of the great State of Tennessee governs this Agreement. And we further agree that exclusive jurisdiction and venue for all purposes under this Agreement shall be in Decatur County, TN and everybody consents to such jurisdiction and venue. Finally, in the highly unlikely event that any provision or portion of this Agreement is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this Agreement shall be unaffected and shall remain in full force and effect to the fullest extent permitted by law.