Membership Terms and Conditions for “The Dock” at The LAB Miami
1.Overview. These Membership Terms and Conditions (the “Terms”) describe your
rights and obligations in connection with your receipt and use of the services provided
by Goldman Lab, LLC, d/b/a The LAB Miami in connection with your Membership,
Private Office, Dedicated Desk, Open Desk, Virtual Desk, and/or Conference Room or
other services specified herein (the “Services,” as further described below).
Please read these Terms carefully, as they affect your legal rights. By using the
Services, you are agreeing to abide by and be bound by these Terms.
2. “The Dock” at The LAB Miami. We provide flex office space at an approximately
9,000 square foot premises in Wynwood known as “The Dock,” located at 400 N.W. 26th
Street, Miami, FL 33127, where entrepreneurs and creators are part of a collaborative
community. The relevant entity with which you enter into these Terms shall be known in
these Terms as “we,” “our,” “us,” “The LAB Miami,” or “The Dock.”
3.Member. References to “you,” “your” and similar words in these Terms refer to the
individual or entity registering for any Services and agreeing to be bound by these
Terms. If you are entering into these Terms on behalf of an entity, you represent and
warrant that you have all necessary right, authority and consent to bind such entity to
these Terms.
4.Services. References to “Services” in these Terms refer to your access to and use of
our offerings and space at The Dock (the “Premises”) and certain other related services
and features we provide. The exact Services you receive will depend on (a) the product
or services you have purchased; (b) the Services available, and (c) additional features
and Services selected by you, which may be subject to additional guidelines, terms,
conditions and/or rules (“Additional Terms”), including additional payment obligations.
- “Services” do not include, and we are not involved in or liable for, the provision of
products or services by third parties (“Third Party Services”) that you may elect to
purchase. Third Party Services are provided solely by the applicable third party
(“Third Party Service Providers”) and pursuant to separate arrangements
between you and the applicable Third Party Service Providers. These Third Party
Service Providers’ terms and conditions will control with respect to the relevant
Third Party Services.
- Some features of the Services may be subject to Additional Terms, which will be
posted with those features or otherwise communicated to you. We will consider
your use of those features your acceptance of the applicable Additional Terms,
and those Additional Terms will be incorporated in these Terms by this reference.
5.Wireless Network. To use our wireless network, you also will agree to our Wireless
Network Terms of Service.
6.Change of Services or these Terms. The availability and scope of the Services are
subject to change from time to time in our sole discretion. Without limiting the generality
of the foregoing, you acknowledge that our Premises, and the Services we may offer at
any of our Premises, are also subject to change from time to time. From time to time,
we may also make modifications, deletions or additions to these Terms and will provide
you with notice of changes to these Terms or to Services that apply to you, by emailing
the last email address provided by you in your profile or by posting a notice at The
Dock.
7.Minimum Age. The Services are available to members and guests who are at or
above the age of 21. Kindly be certain you qualify. You agree to provide us with
accurate and complete information about yourself when you register with us and as you
use the Services.
8. Linking to a company. During the registration process, you may identify a Company
(defined below) with whom your profile is associated. Alternately, your individual profile
may have been created by an authorized representative of your employer or other entity
for which you provide services (a “Company”), and your profile will be associated with
such Company. You agree that you will not falsely represent your association with any
Company, impersonate any third party, or otherwise submit or present any false or
misleading information to us. In the event your relationship with the Company in your
profile changes or ends, you agree to promptly update your profile to reflect this. If you
are an authorized representative of an entity receiving the Services, you hereby warrant
and represent to us that (a) you have the proper authority to create, terminate and
maintain the company account and to add and remove individual members to and from
the account and (b) you have obtained all necessary consent from any applicable
individuals for the creation of their accounts and the processing of individual
information. You agree to indemnify us for any loss we may suffer as a result of any
breach of these warranties and representations.
Paying for Your Membership
9.Payments. By signing up for a Membership, Private Office, Dedicated Desk, Open
Desk, Virtual Desk, or any other Services (including any Service Packages or
Conference Room reservations) and providing your payment information, you agree to
pay us the recurring or nonrecurring fees associated with the particular Services you are
purchasing, as displayed to you at the time you create your account and/or sign up for
the relevant Services, or as updated by us from time to time upon notice to you. You
acknowledge and agree that the payment method provided by you will be automatically
charged the fees and any other amounts you may incur or be liable for (including for damages caused to any of our Premises or property) in connection with the Services.
Only a single payment method may be used at any given time to make payments for all
Services you purchase in a single transaction. You must keep your payment information
up-to-date and accurate. Recurring fees, which may include recurring membership fees
(“Membership Fees”) and any other recurring fees you have agreed to in connection
with the Services will be charged on the first (1st) of each month unless we notify you
otherwise. Overage fees and other non-recurring fees will be charged within thirty (30)
days of you accruing such fees. If payment for your Membership Fee or any other
accrued and outstanding fee is not made by the tenth (10th) of the month in which such
payment is due, you will be responsible for paying a late charge of ten percent (10%) of
the payment due. Your use of the Services may be immediately suspended, and
eventually terminated, if we are unable to charge your payment instrument for any
reason. When we receive funds from you, we will first apply the funds to any balances
which are in arrears and to the earliest month due first. Once past balances are
satisfied, any remaining portion of the funds will be applied to current fees due. The fees
applicable to your account may be subject to modification from time to time, and such
modifications will become effective upon your next subscription period. Your continued
use of the Services following notice of any such modifications, and through the next
payment date, constitutes your agreement to such modified fees. You may at any time
cancel your account as set forth below if you do not agree to any modified fees.
10.No refunds. All fees are non-refundable. All fees must be paid in United States
dollars.
Using and Terminating the Services
11.Laws and House Rules. We expect that you will comply with all civil and criminal
laws, including but not limited to all code requirements of the City of Miami governing
the use of office space, and to obtain all necessary certificates, permits, licenses,
business tax receipts, and the like to operate a business at the Premises. We also
expect you to not perform any activity that is reasonably likely to be disruptive,
damaging or dangerous to us, our employees or agents, other members, any guests or
any other third parties or property of any of the foregoing.
12.Service Restrictions. Your Membership and account are specific to you. You cannot
add additional members to your account or share your account credentials with any
other individual. Furthermore, you must not use any Services or any space you reserve
or occupy in any Premises in a “retail,” “medical,” or other nature involving frequent use
by or visits from members of the public.
13. Private Offices vs Dedicated Desks vs Open Desks vs Virtual Desks.
a. If you have purchased a Private Office, you will have a designated and enclosed
space within The Dock, to which you will have a key and the right to exclude other
Members. Private Office members can access their office both inside and outside of
Regular Business Hours and Regular Business Days (defined below).
b. If you have purchased a Dedicated Desk, you will have specified a primary desk
within The Dock. Dedicated Desk members can access their desk both inside and
outside of Regular Business Hours and Regular Business Days (defined below).
c. If you have purchased an Open Desk, you will have first-come, first serve on any
desks within the common areas of the Premises that are not a Dedicated Desk or within
a Private Office. Open Desks can be reserved only during Regular Business Hours on
Regular Business Days.
d. If you have purchased a Virtual Desk, you will be entitled to identify the address of
The Dock as your office, to receive physical mail, and to use an Open Desk during ten
(10) Regular Business Days in each calendar month.
e. “Regular Business Hours” are generally from 9:00 a.m. to 5:00 p.m. on Regular
Business Days, with the exception of days prior to local bank/government holidays,
when Regular Business Hours end at approximately 2:00 p.m. “Regular Business Days”
are all weekdays, except local bank/government holidays and up to three other days of
which we will inform you.
14.Security. You may be required to present a valid, government-issued photo
identification in order to gain access to our Premises. For security purposes, we may
regularly record via video certain areas of our Premises. If we deem it reasonably
necessary, we may disclose information about you to satisfy applicable law, rule,
regulation, legal process or government request, or to protect us, our members, or other
individuals, or any of our or their property. It is your obligation to notify any of your
guests about this policy.
15. Conference Rooms. You may use credits for workspace or conference rooms or
other Services at The Dock during Regular Business Hours on Regular Business Days,
all subject to availability of such conference rooms. Use of our conference rooms in
excess of any credits would be subject to the standard fees for such Services. Such
Fees are subject to change from time to time.
16.Mail. Subject to availability, you may elect to receive mail and packages at The
Dock. If you have done so, we will accept mail and deliveries on your behalf during
Regular Business Hours on Regular Business Days. We have no obligation to store
such mail or packages for more than thirty (30) days of our receipt or if we receive mail
or packages after you terminate your Membership. This feature is meant to allow you to
accept business correspondence from time to time. It is not meant for an address for the receipt of merchandise or personal goods. As such, we have no obligation to accept
bulk or oversized mail or packages.
17.Property. We are not responsible for any property you leave behind in any of our
Premises. It is your responsibility to ensure that you have retrieved all of your personal
items prior to leaving. Prior to the termination or expiration of your Membership, you
must remove all of your property from the Premises. After providing you with reasonable
notice, we will be entitled to dispose of any property remaining in any of our Premises,
and you waive any claims or demands regarding such property or our handling of such
property. You will be responsible for paying any fees reasonably incurred by us
regarding such removal.
18.Damage. You may be held liable (and do hereby authorize us to charge you) for the
repair cost for all damage to our Premises and items therein caused by you or your
guests, invitees or where permitted, pets.
19.Common areas. If you are accessing our space pursuant to these terms, common
spaces in our Premises are to be accessed by you, and to the extent we permit, your
guests, starting from the time immediately prior to your reserved time in the Premises
and ending at the time immediately following your reserved time in the Premises.
Common spaces are for temporary use and not as a place for continuous, everyday
work.
20.Intellectual Property of others. You must not directly or indirectly take, copy or use
any information or intellectual property belonging to other members or member
companies or any of their guests, including without limitation personal names,
likenesses, voices, business names, trademarks, service marks, logos, trade dress,
other identifiers or other intellectual property, or modified or altered versions of the
same.
21.Technology Release. We may need to install software onto your computer, tablet,
mobile device or other electronic equipment to provide you with the Services. You
acknowledge that your refusal to install such software may affect your ability to properly
receive the Services you have purchased. We may also provide you with technical
support at your request. You agree that we (a) are not responsible for any damage to
any of your electronic equipment or systems related to such technical support or
software installation; (b) do not assume any liability or warranty in the event that any
manufacturer warranties are voided; and (c) do not offer any verbal or written warranty,
either expressed or implied, regarding the success of any technical support.
Furthermore, you acknowledge that you have no expectation of privacy with respect to
The LAB Miami’s or The Dock’s internet connection, networks, telecommunications
systems or information processing systems (including any stored computer files, email
messages and voice messages), and your activity and any files or messages on or using any of those devices or systems may be monitored at any time without notice,
including for security reasons and to ensure compliance with our policies, regardless of
whether such activity occurs on equipment owned by you or us.
22.Pets. No pets are allowed on the Premises unless you obtain written consent of the
Community Manager of the Premises. We may require you to produce proof of
vaccination for such pet in a form satisfactory to us. You must accompany your pet at all
times, unless it is in an enclosed space that you have reserved. You will be responsible
for any injury or damage caused by any pet you or any of your employees, invitees or
guests bring into any Premises. We will not be responsible for any injury to any pets.
We reserve the right to restrict any member’s or other individual’s right to bring a pet
into the Premises at any time in our sole discretion.
23.You and other members. We do not control and are not responsible for the actions
of other members or any other third parties (including any pets). If a dispute arises
between members or their invitees, guests or pets, we shall have no responsibility or
obligation to participate, mediate or indemnify any party.
24.Account termination. If you fail, or if we suspect that you have failed, to comply
with any of the provisions of these Terms, or at any other time when we in our
reasonable discretion see fit to do so, we may, at our sole discretion, restrict your
access to your account and the Services and/or terminate your account with immediate
effect and possibly without prior notice to you. In addition, we may decline to renew your
subscription for any or all Services at the end of your subscription period for any reason
or for no reason. We may also at any time terminate your account or Membership. You
can cancel your account at any time. Please note that if your individual account was
created by a Company, (a) an authorized representative of such Company may at any
time terminate your individual account by contacting us, and (b) we may terminate your
account, even if the Company’s account remains active, and even if you continue to be
employed or engaged by such Company. Cancellation will be effective immediately
upon our receipt of notice of cancellation. We do not provide refunds upon termination
or cancellation of your account with respect to amounts already paid. You will remain
liable for past due amounts and, to the extent you have contracted for a Membership
other than a month-to-month, for any amounts due in the future under your specific
category of Membership.
25.Endorsements and Testimonials. From time to time, we may also publish
testimonials by users and members related to their experiences with the Services.
These testimonials are the users’ subjective opinions, and they represent individual
results. We neither verify them nor claim that they are typical results that others will
generally achieve. Names, locations, dates and other information may have been
changed to protect the privacy of the individuals involved. All other testimonials and endorsements of any type, format or nature posted by users are not verified by us, and
we make no warranty or representation as to their accuracy. You should be cautious
when relying on any testimonials or endorsements, and you should assume the results
described therein are not typical.
26.Use of The Names The LAB Miami and The Dock; Photos of the Premises. You
may not take, copy or use for any purpose the name “The LAB Miami” or “The Dock” or
any of our other business names, trademarks, service marks, logos, trade dress, other
identifiers or other intellectual property or modified or altered versions of the same, or
take, copy or use for any purpose any pictures or illustrations of any portion of The Dock
without our prior consent.
Limitations of Liability
27.Waiver and Release of claims. To the extent permitted by law, you, on your own
behalf and on behalf of your employees, agents, guests and invitees, waive any and all
claims and rights against us, Goldman Lab, LLC, The LAB Miami, The Dock, our
landlord at the Premises and our consultants, affiliates, parents, and successors and
each of our and their employees, assignees, officers, agents and directors (collectively,
the “LAB Miami Parties”) resulting from injury or damage to, or destruction, theft, or loss
of, any property, person or pet (“Claims”) and release the LAB Miami Parties from any
such Claims.
28.We are not liable for actions of other individuals. We do not control and are not
responsible for the actions of other individuals or pets using the Services or at our
Premises. You should be aware that other users or members may not be who they claim
to be. We do not perform background checks on our users or members nor do we
guarantee that our users’ or members’ profiles are accurate. We do not endorse,
support or verify the facts, opinions or recommendations of our users or members.
29.We do not have liability for third party products or services. The Services may
provide you with access to third party products or services. The Services may also
provide you with access to advertisements from our other third party business partners.
We are not responsible for the content of these advertisements or any links, products,
services or other materials relating to any third party products, services, advertisements
or other materials. In no event will we be liable, directly or indirectly, to anyone for any
damage or loss relating to any use of or reliance on any advertisement on the Services
or any products, services or other materials relating to any advertisement. You agree
that our making available access to or discounts for these third party services does not
constitute provision of such third party services by us, and you will look solely to the
applicable third party for provision of the applicable third party services and for
compensation for any claims, damages, liabilities or losses you may incur in connection
with such third party services.
30.Limitation of Liability. To the extent permitted by law, the aggregate monetary
liability of any of The LAB Miami Parties to you or your employees, agents, guests or
invitees for any reason and for all causes of action, whether in contract, tort, breach of
statutory duty, or other legal or equitable theory will not exceed the total amounts paid
by you to us under these Terms for the product or service from which the claim arose in
the twelve (12) months prior to the claim arising. None of The LAB Miami Parties will be
liable under any cause of action, for any indirect, special, incidental, consequential,
reliance or punitive damages, including loss of profits or business interruption, or for the
cost of any substitute goods, services or technology. You acknowledge and agree that
you may not commence any action or proceeding against any of The LAB Miami
Parties, whether in contract, tort, breach of statutory duty, or other legal or equitable
theory, unless the action, suit, or proceeding is commenced within one (1) year of the
cause of action’s accrual.
- For the avoidance of doubt, nothing in these Terms will exclude our liability for (a)
death or personal injury caused by our negligence; (b) fraud or fraudulent
misrepresentation or (c) any breach of any implied terms which cannot lawfully be
excluded.
31.Disclaimer of warranties and implied terms. The Services are provided “AS IS”.
To the extent permitted by law, we disclaim all warranties and terms, express or
implied, with respect to the Services, including warranties, terms or
representations as to the availability, operation, performance and/or use of our
Services, or any other materials on or accessed via the Services, including any
warranties or terms of merchantability, fitness for a particular purpose, title, non-
infringement and any implied warranties, terms or indemnification arising from
course of dealing, course of performance or usage in trade.
Indemnification
32.You agree to hold us harmless. You will indemnify and hold harmless The LAB
Miami Parties from and against any and all claims, liabilities, damages and expenses
(“Claims”) including reasonable attorneys’ fees, resulting from any violations of law or
breach of these Terms by you or your employees or guests, or your or their invitees or
pets or any of your or their actions or omissions, and The LAB Miami will have sole
control over the defense of any such Claims. You are responsible for the actions of and
all damages caused by all persons and pets that you or your guests invite to enter any
of the Premises. You shall not make any settlement that requires a material act or
admission by any of The LAB Miami Parties, imposes any obligation upon any of The
LAB Miami Parties or does not contain a full and unconditional release of The LAB
Miami Parties, without our written consent. None of The LAB Miami Parties shall be
liable for any settlement made without its prior written consent.
33.You agree to cooperate with us. From time to time, we may investigate any actual,
alleged or potential violations of these Terms. You agree to cooperate fully in any of
these inquiries. You waive any and all rights against The LAB Miami Parties, and agree
to hold them harmless in connection with any claims relating to any action taken by us
as part of our investigation.
Governing Law; Arbitration and Class Action Waiver
34.Governing Law. These Terms and the transactions contemplated hereby shall be
governed by and construed under the laws of the State of Florida, without regard to
conflicts of laws provisions.
35.Venue. Any dispute, controversy or claim arising out of or in relation to these Terms,
or at law, or the breach, termination or invalidity of these Terms, that cannot be settled
amicably by agreement of the parties to these Terms shall be finally settled in
accordance with the arbitration rules of JAMS then in force, by one or more arbitrators
appointed in accordance with said rules. The place of arbitration shall be Miami, Florida,
U.S.A.
36.Proceedings; Judgment. The proceedings shall be confidential and in English. The
award rendered shall be final and binding on both parties. Judgment on the award may
be entered in any court of competent jurisdiction. In any action, suit or proceeding to
enforce rights under these Terms, the prevailing party shall be entitled to recover, in
addition to any other relief awarded, the prevailing party’s reasonable attorneys’ fees
and other fees, costs and expenses of every kind in connection with the action, suit or
proceeding, any appeal or petition for review, the collection of any award or the
enforcement of any order, as determined by the arbitrator(s) or court, as applicable.
These Terms shall be interpreted and construed in the English language, which is the
language of the official text of these Terms.
37.Class Action Waiver. Any proceeding to resolve or litigate any dispute in any forum
will be conducted solely on an individual basis. Neither you nor we will seek to have any
dispute heard as a class action or in any other proceeding in which either party acts or
proposes to act in a representative capacity. No proceeding will be combined with
another without the prior written consent of all parties to all affected proceedings. You
and we also agree not to participate in claims brought in a private attorney general or
representative capacity, or any consolidated claims involving another person's account,
if we are a party to the proceeding. You are giving up your right to participate as a
class representative or class member on any class claim you may have against
us including any right to class arbitration or any consolidation of individual
arbitrations.
General Provisions
38.What if some of these Terms are not enforceable? These Terms as well as our
House Rules and any feature-specific guidelines, terms or rules that may be posted or
provided to you constitute the entire agreement between us regarding the Services and
supersedes and merges any prior proposals, understandings and contemporaneous
communications. If any provision of these Terms and/or any feature-specific guidelines,
terms or rules that may be posted or provided to you are held to be unenforceable, then
that provision is to be interpreted either by modifying it to the minimum extent necessary
to make it enforceable (if permitted by law) or disregarding it (if not). If an unenforceable
provision is modified or disregarded in accordance with this paragraph, the rest of these
Terms and/or any feature-specific guidelines, terms or rules that may be posted or
provided to you are to remain in effect as written, and the unenforceable provision is to
remain as written in any circumstances other than those in which the provision is held to
be unenforceable. The failure of either party to enforce its rights under these Terms at
any time for any period will not be construed as a waiver of such rights, and the
exercise of one right or remedy will not be deemed a waiver of any other right or
remedy.
39.Nature of these Terms. Notwithstanding anything in these Terms to the contrary,
these Terms in no way shall be construed as to grant you any title, lease, easement,
lien, possession or related rights in our business, Premises or anything contained in our
Premises. These Terms create no tenancy interest (including any security of tenure),
leasehold estate, or other real property interest. Neither party will in any way
misrepresent our relationship.
40.OFAC. You hereby represent and warrant that you are not, nor will you be at any
time while you are a member, an entity or individual listed on the Specially Designated
Nationals and Blocked Persons List published by the U.S. Department of Treasury, as
updated from time to time.
41.Contacting us. If you have any questions relating to these Terms, please contact us
at info@thelabmiami.com.
Dated: February 1, 2025