ONE CODEBASE MONTHLY HOT DESKING TERMS AND CONDITIONS
Updated 10th January 2020
1. DEFINITIONS
In these terms and conditions:
“Accommodation” means 1 desk space within the Hot Desking Area at ONE Tech Hub;
“Business Day”: means any day on which clearing banks in Aberdeen, Edinburgh and London are open for normal business;
“Code of Conduct”: means The ONE Tech Hub code of conduct, a copy of which is available from the ONE Tech Hub Reception and as amended or varied by the Company from time to time;
“Core Reception Opening Hours”: means Monday to Thursday 9:00am to 5:00pm, and Friday 9:00am to 4:00pm or such other hours as may be intimated by the Company from time to time (but excluding always 25 and 26 December and 1 and 2 January when the ONE Tech Hub will be closed);
“Date of Termination”: the date upon which the Pass terminates;
“Duration”: means the period from the Payment Date until the end of the same Calendar month and month to month thereafter until terminated in terms hereof;
“Pass”: means the agreement constituted by the Hot Desking Registration Form following payment by the Hot Desker and these terms and conditions;
“Pass Fee”: means the fees payable by the Hot Desker as specified in the Hot Desking Registration Form;
“Payment Date” means the date upon which payment is received for the Pass;
“Hot Desker”: means the party identified as the Hot Desker on the Hot Desking Registration Form;
“Hot Desking Area” means the area within ONE Tech Hub specifically allocated for hot desking and as may be varied by the Company from time to time;
“Hot Desking Registration From” means the registration form completed by the Hot Desker on the Payment Date.
“Company”: means ONE Digital & Entrepreneurship (Company Number SC593382), having their registered office at 6 Queens Road, Aberdeen;
“Permitted Use”: as offices falling within Class 4 of the Town and Country Planning (Use Classes) (Scotland) Order 1997 or such other use as shall be approved in writing by the Company (at the Company’s discretion);
“Services” means the services specified in the Hot Desk Offering, a copy of which is available from the ONE Tech Hub Reception and as amended or varied by the Company from time to time;
“ONE Tech Hub”: means the building known as ONE Tech Hub, Schoolhill, Aberdeen, AB10 1JQ of which the Accommodation forms part;
2. PASS
2.1 The Hot Desker shall only be entitled to use the Accommodation during the Core Reception Opening Hours.
2.2 The Hot Desker will occupy the Accommodation as a mere licensee and on a non-exclusive basis only and acknowledges that possession of the Accommodation is retained by the Company subject to the rights created by the Pass.
2.3 The Company and Hot Desker agree that the Pass is not a lease and does not confer any tenancy rights on the Hot Desker.
3. DURATION
3.1 The Pass shall subsist for the Duration, unless terminated earlier in accordance with the terms hereof. Should the Pass be terminated by either party, no consideration shall be given to a request from the same Hot Desker for a new Pass within a 3-month period from when the initial Pass was terminated.
3.2 In the event that the Company is permanently unable to provide the Accommodation and/or the Services at the ONE Tech Hub, then the Company shall be entitled to terminate the Pass on giving written notice to the Hot Desker from the date specified in the notice and the Hot Desker shall be entitled to a pro-rata refund of any Pass-Fee attributable to the period from the date upon which the Pass terminates..
3.3 In the event that the Hot Desker does not want to renew their monthly Pass, the Hot Desker must inform the Company on receipt of the next month’s invoice and in any event before the start of the month for which that invoice is payable;
3.4 At the end of each day, the Hot Desker will remove from the Accommodation with its whole equipment and other items, without the need for any notice from the Company, and leave the Accommodation in a condition consistent with full compliance with its obligations under the Pass. No items are to be left overnight within the Hot Desking area.
3.5 The Company accepts no responsibility for any items of personal effects, or other belongings left on the Accommodation and/or in the ONE Tech Hub and, in the event any such items are left at the end of each day, the Company shall be entitled to dispose of such property and belongings as it sees fit and recover the costs and expenses of such disposal including any losses or expenses from the Hot Desker.
3.6 Company may decide at its sole discretion for any reason not to re-new the Hot Deskers Pass at any point within the rolling monthly Duration.
3.7 Termination of this Pass is without prejudice to any right of action of the Company in respect of any antecedent breach of the Hot Desker’s obligations.
4. PAYMENTS
4.1 All initial monthly pass purchases shall be payable on the first day in which the Hot Desker attends the ONE Tech Hub for that whole Calendar month in full in advance of the Hot Desker gaining entry into the Accommodation. No access will be granted to the Hot Desker until payment has been received by the Company and confirmed.
4.2 For all subsequent monthly Pass Fees, an Invoice shall be sent to the Hot Desker for the following month’s Pass. This shall be paid monthly using the link in the Invoice or at the ONE Tech Hub Reception desk. All invoices shall be payable by the 1st of each month in full in advance of the Hot Desker gaining entry to the Accommodation. No access will be granted to the Hot Desker until payment has been received by the Company and confirmed.
4.3 It shall be at the Conpany’s (or those authorised by the Company) discretion as to whether part payment shall be accepted for the Hot Desker’s first month only should the Payment Date fall part way through the month. For the avoidance of doubt, all Passes issued following the first Pass shall be for a whole Calendar month and no part payments shall be accepted;
4.4 The Hot Desker will also pay, on demand, all costs and expenses incurred by the Company in procuring the remedy of any breach of any obligation of the Hot Desker under the Pass
4.5 All sums payable under the Pass, including the Pass Fee, are inclusive of Value Added Tax. A VAT invoice shall be available on request.
5. USE
5.1 The Hot Desker will use the Accommodation as a workstation within the Permitted Use and as a registered office mailbox and for no other purpose. Upon termination of the Pass, the Hot Desker shall be responsible for updating their registered office address. The Company shall continue to collect any mail for the Hotdesker for a period of 2 months after the last month for which a Pass Fee has been paid, which will be available for collection from the reception. Any mail received by the Company beyond that date or not collected within that date, shall be returned to sender. The Company shall not be liable to the Hot Desker for any lost or missing mail and the Hot Desker shall indemnify the Company against all claims, actions, costs arising out of or due to the collection, retention or returning of the Hot Desker’s mail.
5.2 The Company gives no warranty that (a) the Accommodation or ONE Tech Hub is suitable for the Permitted Use; (b) the Permitted Use is or will remain the permitted use of the ONE Tech Hub within the provisions of the planning or other relevant legislation from time to time; and (c) or the Accommodation and/or the ONE Tech Hub comply with all applicable legislation from time to time including, but without limitation, the Equality Act 2010.
5.3 The Hot Desker will not do or permit to be done upon or in connection with the Accommodation anything which would be a legal nuisance or cause damage to the Company or the other occupiers of any neighbouring premises or both.
5.4 The Hot Desker will comply with (a) all statutes, bye-laws and other regulations affecting the Accommodation or the Hot Desker’s use of the Accommodation; (b) all obligations, restrictions, reservations and other conditions in the titles of the ONE Tech Hub; (c) the terms and conditions of the ONE Tech Hub Code of Conduct which are deemed to be incorporated herein; (d) all reasonable regulations which may be issued from time to time by the Company or its agents in relation to the ONE Tech Hub or any part thereof, including in respect of health and safety, risk management and security; and (e) all non-monetary obligations under any superior or head lease of the ONE Tech Hub in so far as pertaining to the Accommodation and the Hot Desker’s use of the ONE Tech Hub or any part thereof.
6. INDEMNITY AND INSURANCE
6.1 The Hot Desker will indemnify and keep indemnified the Company on demand from all liability in respect of (a) any injury to or death of any person; (b) damage or loss which may be suffered by any persons by reason of or arising out of the use of the Accommodation by the Hot Desker; and (c) any breach by the Hot Desker of its obligations under the Pass.
6.2 The Hot Desker will not do anything which vitiates or makes void or voidable any insurance policy for the ONE Tech Hub effected by the Company , or causes monies otherwise payable under such policy to be irrecoverable or refused or withheld, or an increased premium or loading to be payable in respect of such policy. Should any such insurance policy be vitiated or made void or voidable as a result of the act, omission or default of the Hot Desker, the Hot Desker will on demand pay to the Company the amount of such irrecoverable insurance.
7. ALIENATION
7.1 The Pass is personal to the Hot Desker and the Hot Desker will not (either wholly or partially) assign, transfer, part with or share occupation or otherwise deal in any way with its interest in the Pass.
7.2 The Company will be entitled to assign its interest under the Pass.
8. CONDITION
8.1 The Hot Desker accepts the Accommodation and the ONE Tech Hub as being in good and substantial repair and condition and as being fit in all respects for the Permitted Use.
8.2 The Hot Desker will (a) keep the Accommodation clean and tidy at all times to the satisfaction of the Company and be liable for any damage caused to the Accommodation and/or the ONE Tech Hub or any part of it or any of the equipment, furniture or contents therein by the Hot Desker, and recover the costs and expenses of making good such damage including any losses or expenses from the Hot Desker; and (b) leave the Accommodation and others in such condition at the Date of Termination all to the satisfaction of the Company.
9. ALTERATIONS
9.1 The Hot Desker will not carry out any alterations or additions to the Accommodation or ONE Tech Hub or display any signs, posters or notices on any part of the Accommodation or ONE Tech Hub.
10. SERVICES
10.1 The Company is entitled to vary, reduce or extend the Services and will not be responsible for any interruption in the supply of the Services due to any circumstances outside the Company’s control or due to any necessary maintenance, repair, replacement, renewal, servicing, inspection or testing or due to the breach by the Hot Desker of any of its obligations under this Pass.
11. RELOCATION
11.1 The Company may re-locate the Hot Desker to another area within the ONE Tech Hub. The terms of the Pass shall apply to the new accommodation as if it had originally been designated as the subjects of the Pass.
12. EARLY TERMINATION
If (a) any sums due under the Pass (including the Pass Fee) or any part of them are not paid on the due dates, or (b) the Hot Desker fails to implement any of its other obligations under the Pass, or (c) the Hot Desker (i) goes into liquidation, receivership or administration; (ii) signs a trust deed for creditors, are sequestrated or enter into a voluntary arrangement; (iii) becomes insolvent or apparently insolvent; or (iv) is wound up or dissolved, then in each case, the Company may, at its option, at any time by intimating notice in writing to the Hot Desker terminate the Pass with effect from the date specified in the notice but reserving to the Company its right of action in respect of any antecedent breach of the Hot Desker’s obligations.
13. NO LIABILITY
13.1 The Company is not liable to the Hot Desker for any loss, injury or damage which the Hot Desker may sustain from a deficiency in any part of the ONE Tech Hub or the death of or injury to any person or for damage to any property or for any losses, claims, demands, actions, proceedings, damages, costs or expenses or other liability incurred by the Hot Desker in the exercise or purported exercise of the rights conferred on the Hot Desker under the Pass or otherwise (except in the case of wilful misconduct by the Company).
13.2 The Company will not in any circumstances have any liability to the Hot Desker for loss of business, loss of profits, loss of or damage to data, third party claims or any consequential losses. The Hot Desker should ensure that it always has sufficient insurances in place to cover such losses.
14. GENERAL
14.1 The Pass represents the entire agreement between the Company and the Hot Desker relating to the Accommodation and supersedes any previous agreements between the Company and Hot Desker relating to it. Neither party has been induced to enter into the Pass on account of any prior warranties or representations made which are not embodied in the Pass and no representation, warranty or undertaking of any description in respect of the Accommodation, whether in relation to title, state of repair, compliance with statutes or other matters, the existence of local authority or other proposals or orders, or otherwise, is given in the Pass except insofar (if at all) as expressly stated in the Pass.
14.2 The Pass does not create any rights in favour of third parties under the Contract (Third Party Rights) (Scotland) Act 2017 to enforce or otherwise invoke any provision of the Pass.
15. PROPER LAW AND PROROGATION
The Pass and the rights and obligations of the Company and the Hot Desker are governed by and are to be construed in accordance with the law of Scotland and the Company and the Hot Desker are deemed to have agreed to submit to the non-exclusive jurisdiction of the Scottish courts.