Terms & conditions
Please take the time to read our Terms for Spare Workspace.
1. About Spare Workspace
Spare Group Pty Ltd ABN 22 607 830 302 trading as Spare Workspace (referred to as ‘Spare Workspace’, ‘us’ or ‘we’), provides an online platform which connects hosts who have spare commercial workspace with persons looking for short term commercial space, to facilitate and streamline the utilization of spare commercial space (the Services). The Services are conducted via the website ‘www.spareworkspace.com.au’ (the Site).
These are the terms and conditions (Terms) upon which we make the Site and Services available to you. We may from time to time vary these Terms, without prior notice to you. You should periodically check these terms for changes. These are the current Terms and replace any other terms and conditions of use previously published for the Site or Services.
For the purposes of these Terms, ‘you’ means you, the individual registering, accessing or using the Site or any other person for whom you are accessing or using the Site. In these Terms, a reference to “you” will also include any person accessing the Site or the Services via your user account. If you are entering into these Terms on behalf of a company or another legal entity, you represent and acknowledge that you have the authority to bind such entity and its affiliates to these Terms, in which case references to “you” and “your” in these Terms shall also be a reference to such entity and its affiliates.
In these Terms, a reference to:
‘Access Arrangement’ means the terms, conditions, rules and restrictions relating to the Guest’s licence to use the Workspace as set out in:
- these Terms under the headings ‘Payments’, ‘Terms applying to Guests’ and ‘Terms applying to Hosts’ and ‘Terms applying to Hosts and Guests’;
- the Host Terms; and such other terms agreed between the Guest and the Host in relation to the Guest’s use of and access to the Workspace.
‘Access Fee’ means the hourly, daily, weekly or monthly amount specified in the Listing Details as the amount payable by the Guest for the grant of access to and use of the Workspace.
‘Access Period’ means in respect to a Workspace means the period of the access granted under the Access Arrangement.
‘Host’ means a person or entity who lists commercial workspace available for a short-term use on the Site.
‘Host Terms’ means the additional terms applying to a Workspace as appearing through the booking process under ‘Venue Rules’ in relation to the Workspace including the start date and end date of the Access Period and the Access Fee.
Property’ means the premises and/or property in respect to which the Workspace forms part.
‘Guest’ means a person or entity who applies to a Host for the grant of a licence to access and use the Workspace listed on the Site by the Host.
‘Workspace’ means the commercial workspace listed on the Site by a Host as available for use.
2. Our Services
We provide an online platform enabling Guests and Hosts to connect online and arrange directly with each other for the provision of access to commercial workspace. The Site is not intended for people seeking to rent or lease residential property.
To enable you to use the Site and the Services, you must register with us and open a user account.
In providing the Services, we rely on complete, true and accurate information being provided to us by others including Hosts and Guests. You must make and rely on your own enquiries as to any Host, Guest or Workspace included on the Site
If you become aware that any information we have regarding any Guest, Host or Workspace is incorrect in any way, please contact us immediately. We will not liable for any incomplete, false or inaccurate information provided to us.
The Services relate only to providing an online platform. We do not and cannot guarantee that you will find a suitable Workspace (if you are a Guest) or that you will find a suitable Guest (if you are a Host). We do not make any assessment as to the suitability or merit of any Guest, Host or Workspace appearing on the Site and will not accept any liability in the event that a Guest, Host or Workspace is not suitable or in accordance with your requirements.
We may suspend or decline to provide access to the Site or the Services in certain circumstances, including in the event that you have failed to pay any amounts under a Access Arrangement, if you have breached these Terms or if there is any dispute between you and a Host or Guest (as the case may be) regarding a Access Arrangement. We may also suspend or decline to provide the Services where any part of the Services would breach any law.
We may also suspend any Services, or decline to provide you with access to the Site or the Services where you are in breach any applicable laws, or where we are of the reasonable opinion that you are not acting in good faith.
3. Our Relationship with You
In providing the Services, we are not acting as an agent for any Host or Guest. We do not provide real estate services or make any endorsements or recommendations regarding real estate appearing on the Site.
We do not endorse or make any recommendations in relation to any Workspace, Host or Guest.
We supply the software and Site allowing Guests and Hosts to connect and enter into an Access Arrangement directly with each other and to facilitate payment of Access Fees by a Guest to a Host in respect to a Workspace. Our relationship with you is as a service provider of online services.
We provide access to a payment facility on the Site via a third party provider and provide invoicing services on behalf of the Host in respect of any Access Fee.
4. Use of the Site
Whether or not you register as a user and open a user account, you must use the Site for lawful purposes only. You may not use our Site in any manner that could damage, disable, overburden or impair our servers or networks, or interfere with any other party’s use and enjoyment of the Site.
You are solely responsible for any content and other material that you submit, upload, publish or display on the Site, or otherwise provide to us for the purposes of the Services (Posted Content) including but not limited to information and photos relating to any Workspace or Property.
You warrant that you hold all appropriate, rights, licenses or permissions to upload and provide any information and material which contains the copyright or intellectual property belonging to a third party (including but not limited to any architectural plans, photographs, digital media or other designs).
You must not provide any person’s confidential information including phone numbers, addresses, credit card or financial information on the Site or to us without their consent.
Crawling, spidering or scraping of the Site is prohibited. You may not provide unauthorised interfaces to any of our applications.
By using our Services and Site you, you warrant and ensure:
- that you do not breach any laws;
- any Posted Content is not unlawful or does not promote or encourage illegal activity;
- any Posted Content or your conduct when receiving the benefit of our Services does not mislead, deceive, embarrass, bully, victimise, harass, intimidate, threaten, impersonate, discriminate, defame or abuse any other person;
- the Posted Content is not unwanted or unsolicited or in breach of the Spam Act 2003;
- the Posted Content is not false, deceptive or misleading (or is likely to mislead or deceive);
- you do not infringe any other party’s patent rights, trademark(s), copyright or other intellectual property rights.
We may delete or refuse to accept any Posted Content that we consider, in our absolute discretion, breaches these Terms or may cause reputational or operational harm to Spare Workspace.
You shall be liable for and indemnify us against any and all losses, claims, costs and other liabilities caused or incurred by us as a result of or in connection with any breach of this clause 4 by you.
5. Intellectual Property
We own or are permitted to use all intellectual property in the Site and our Services.
We own all information and data (including but not limited to information and data about your contact details, property details, Listing Details, Access Arrangement details, and Access Fee) provided to the Site by a Host (Host Data) and/or Guest (Guest Data).
You may not use any of our intellectual property for any purpose other than as required for the lawful use of the Site or for the sole purpose of receiving the benefit of the Services. Subject to the conditions prescribed under the Copyright Act 1968 (Commonwealth of Australia) and similar statutes in your location, you may not, in any form or by any means:
(i) adapt, reproduce, broadcast, decompile, disassemble, copy, store, distribute, transmit, print, modify, perform, publish or create derivative works from any part of this Site; or
(ii) put to commercial use any information, products or services obtained from any part of this Site;
without our prior written consent (or the written permission of the author whom copyright is attributed).
For the purposes of this clause, we grant a limited non-transferable royalty-free licence:
(i) to a Host, to use:
a. such Host Data as has been provided or submitted to the Site by or on behalf of that Host; and b. such Guest Data as relates to an Access Arrangement between that Host and a Guest; (ii) to a Guest, to use:
a. such Guest Data as has been provided or submitted to the Site by or on behalf of that Guest; and b. such Host Data as relates to an Access Arrangement between that Guest and a Host, in each case for the sole purpose of obtaining the benefit of our Services and any Access Arrangement in accordance with these Terms, but for no other purpose.
All trademarks appearing on the Site are the property of their respective owners, including, without limitation, Spare Workspace. No right, license or interest to such trademarks is granted by these Terms.
You must obtain our written permission to include a text link on any website you operate linking back to the Site. If we do provide our consent, we reserve the right to revoke such consent in which case you shall immediately remove and disable any and all of your links to the Site.
You agree that we may display your name and/or organisation logo on the Site in connection with our provision of the Services. In addition, you consent to us promoting the Site and our Services in the media and advertising independently of the Site and using and publishing your name and/or organisation logo for this purpose. You acknowledge and agree that we are not required to obtain your consent before doing this, provided that we use your name and/or organisation logo in a manner that is consistent with your Posted Content, the Host Data or Guest Data (as the case may be), and these Terms, and we do not do anything that could result in you or your organisation breaching applicable laws.
6. Continuity of service
We aim to provide a service through our Site that is continually available and capable of use. We may however suspend access to the Site at any time and for any reason, including without cause. The most likely reasons why we might suspend access to the Site includes (but shall not be limited to):
- maintaining the Site or changing its features or functionality;
- where there has been a breach of these Terms;
- faults, service outages or other technical problems;
- a legal requirement, such as an injunction or due to an investigation by police or other law enforcement agency.
Unless the reason for suspension is unexpected, we will endeavour to give you reasonable notice before suspending access to the Site.
We will not be liable for any suspension of the Site, regardless of the reason for suspension.
We provide access through the Site to our third party payment provider ‘PIN PAYMENTS’ to facilitate payments made in respect to a Workspace. By entering your payment details through our Site, you consent to us and PIN PAYMENTS using your payment details to process payment transactions in accordance with these Terms and you represent and warrant to us that you are authorised to use the credit card or bank account provided for such transactions. We do not guarantee the performance of PIN PAYMENTS or the security of any accounts held with them.
If you are a Guest , Access Fees and any other amounts you are liable to pay under an Access Arrangement will be deducted from the credit card or bank account you provide through our Site. All payments are transacted through PIN PAYMENTS, we do not hold your credit card or bank account details. All amounts paid must be in Australian dollars. We will issue a tax invoice on behalf of the Host in respect to any such amounts.
The Access Fee includes Australian goods and services tax (GST). Access Fees are payable by the Guest in advance of the commencement of the Access Period. It is the Host’s responsibility to collect and pay the GST amount of any invoice for Access Fees. For ongoing Access Periods, the Access Fees will be payable upfront or at the frequency specified in the Listing Details with the first payment due prior to commencement of the Access Period. A Guest will be charged for the full Access Period even if the Workspace is vacated earlier unless the Guest is otherwise entitled to terminate the Access Arrangement under these Terms.
Access Fees are payable in advance starting on the first day of the Access Period. If the booking is recurring, it will be on the same day of each month for the Access Period or the last day of the month for any months that don’t have a 29th, 30th or 31st day. You will be charged for the full amount even if you vacate the Workspace earlier.
If you are a Host , you will be required to set up an account with PIN PAYMENTS and provide your Australian bank account details including BSB, Account Name and Account Number (Host Account). This is the account that PIN PAYMENT will use to pay any amounts to you. You must provide us with your Australian Business Number (if you have one) to include on the tax invoice we will issue to Guests on your behalf for any Access Fees.
In consideration for providing the Services, we are entitled to receive from the Host those fees and charges set out under the “Pricing” section of this Site at www.spareworkspace.com.au/pricing including (as applicable):
- a monthly fee if the Host is receiving Pro Listing services;
- a service fee per transaction for each grant of a licence by a Host to a Guest for use and access a Workspace;
- a booking fee if a Guest makes a booking to access a Workspace via our marketplace; and
- such other fees as set out under the “Pricing” section of this Site, (together the Fees).
All Fees are exclusive of GST.
By advertising a Workspace on the Site and/or using our Services, the Host is agreeing to our Fees. We may amend our Fees from time to time by updating the “Pricing” page on the Site. Hosts should periodically check the “Pricing” section of this Site as well as before listing any Workspace on the Site.
The Host is liable to pay the applicable Fees (as determined by us) to Spare Workspace. The applicable Fees will be deducted from amounts the Guest pays to the Host Account in respect to a Workspace before the payment is released to the Host. We will issue the Host with a Tax Invoice for the applicable Fees. Details of all payments and deductions to any amounts payable to the Host will be available on the Host’s account on the Site. Regardless of whether you are a Host or a Guest, you acknowledge and consent to Spare Workspace deducting such amounts before the payment is released to the Host.
Spare Workspace is not responsible for and does not guarantee the payment of Access Fees or any other amounts by the Guest. We will not collect any unpaid amounts owed to a Host by a Guest or vice versa. We are not responsible for the collection and payment of GST on Access Fees.
Other than in accordance with our cancellation policy below, we will not refund any fees and payments unless we are required by law to do so.
8. Terms applying to Guests
By entering into an Access Arrangement with the Host in respect to the Workspace, the Host is granting you a limited licence to enter and use the Workspace for the limited duration of the Access Period. These Terms, the Host Terms and any additional terms and conditions imposed by the Host apply to the licence and you agree to comply with those terms and conditions. Any such licence and agreement is between you and the Host. We do not make any representation as to the terms of any such agreement. You should seek independent advice before you enter into the Access Arrangement with the Host.
The Host may require references and security checks to show you or your organisation are of good character. You can decide not to provide your consent to the checks however this may mean that the Host does not allow you to access the Workspace.
You acknowledge that the Host may be occupying the Property in which the Workspace is located, as a tenant under a licence or lease with a third party. You must at all times comply with the terms of the licence and/or lease and with the reasonable directions of the Host and that third party. You must comply with:
- any laws and regulations applying to your activities at the Workspace;
- council zoning and regulations applying to the Property; and
- all work place health and safety policies and procedures notified to you by the Host.
We strongly recommend that you seek your own independent advice as to what approvals and consents are required in relation to your use of the Workspace. You must ensure that all government and council approvals and permits have been obtained in relation to your proposed use of the Workspace. As a Guest, it is your responsibility to ensure that the Workspace is suitable for your requirements and purposes.
Where the Host provides you with keys and security access passes or any other materials, you must keep them safe and ensure they are not used by any other person without the consent of the Host. The Host can impose any conditions and restrictions on access to the Workspace and you should ascertain from the Host whether there are any restrictions on access to the Workspace prior to entering into the Access Arrangement, for example on weekends and after hours.
You must ensure your occupation and use of the Workspace does not adversely impact or cause disruption to the Host, any other occupant of the Property or any neighbouring properties, including ensuring you do not make excessive noise or obstruct access to the Property.
You are responsible for any loss or damage caused by you or by any person you invite or otherwise provide access to the Workspace.
In the event that you have damaged the Property and/or the Workspace, you agree to pay the cost of repairing the damage and replacing any damaged items. You will also be liable for any loss suffered by the Host as a result of the damage caused.
You must maintain the Workspace in the same condition it was in when you arrived including ensuring the Workspace is clean and your materials and rubbish are removed.
It is your responsibility to keep safe and insure any possessions you take to or leave at the Workspace.
You must vacate the Workspace at the end of the Access Period no later than the time and day specified in the Host Terms or such other time as mutually agreed between the Host and Guest in writing (End Date). Your licence to occupy the Workspace expires on the End Date unless it is terminated earlier by the Host, for example if you fail to pay the rent or fail to comply with the Access Arrangement or if your use of the Workspace becomes unsafe for any reason. If you fail to vacate the Workspace by the End Date, you will be liable to pay Access Fees on a monthly basis until such time as you vacate the Workspace and remove your materials and rubbish.
If you terminate the Access Agreement or otherwise vacate the Workspace prior to the End Date, you will still be liable to pay the Access Fees for the full Access Period, unless the Host has failed to fulfil its obligations under these Terms and the failure has not been rectified within 2 working days (in the place the Workspace is located) of you notifying the Host of the failure in writing.
The Host is entitled to remove and dispose of materials and rubbish remaining on the Property after the End Date and is entitled to charge you for the costs of doing so as well as the costs of repairing and/or cleaning the Workspace if you if you damage it or don’t leave it in a clean condition. You must return all keys and access passes to the Host prior to the End Date. The Host will be entitled to charge you for any keys and access passes which are not returned in working order.
You authorise Spare Workspace to charge the credit card or other payment methods you provide for payment of any Access Fee, for any additional amounts payable under the Access Arrangement.
9. Terms applying to Hosts
A Host is solely responsible for making available any Workspace reserved through the Site and Services.
The Host must complete the Host Terms applying to the Workspace including the date from which the Workspace is available, the end date of the Access Period, the Access Fee payable and any other terms and conditions applying to the access by a Guest to the Workspace. In the event that anything in the Host Terms is inconsistent with these Terms, these Terms will take precedence to the extent of the inconsistency.
If you are a Host, you must make your own enquiries and satisfy yourself as to whether the Guest is suitable to use the Workspace. We do not in any way endorse any person or organisation as a suitable Guest.
If you have agreed to make the Workspace available to a Guest, you are responsible for ensuring all the conditions and restrictions relating to the Guest’s licence to use the Workspace are included in the Host Terms and that the Guest is aware of these. You must comply with the terms and conditions of the Access Arrangement. As Spare Workspace is not a party to the Access Arrangement, we disclaim all liability arising from or related to any such agreement.
Where you have entered into an Access Arrangement with the Guest, you must provide the Guest with access and quiet enjoyment of the Workspace for the Access period, subject to the payment of the Access Fee. You must keep the Workspace and the Property clean and if you have agreed to provide any facilities and equipment to the Guest, the facilities and equipment must be maintained in good repair and working order. If there are any restrictions on the ability of the Guest to access the Workspace at any time, you must let them know in the Host Terms before the Access Arrangement is entered into and if the restriction isn’t known at that time, as soon as you become aware of the restriction.
As a Host, it is your responsibility to ensure that:
- the Workspace is a safe work environment and suitable for the purposes which the Guest intends to use the Workspace;
- the Workspace complies with all workplace health and safety laws and regulations applying to the Property;
- you are legally entitled to licence the Workspace to the Guest;
- you comply with the terms of any lease or head licence to which you are a party relating to your occupation of the Property;
- all government and council approvals and permits have been obtained in relation to the occupation and business conducted at the Property and the Workspace.
You may be liable if anyone (including the Guest) dies, is injured or suffers loss while at the Property. You must maintain adequate insurance in respect to the Property and the Workspace including to cover any risk of injury or loss to the Guest or invitees of the Guest and to cover the potential of loss or damage caused by the Guest or invitees of the Guest.
You will be responsible for the payment of any taxes in relation to the Access Arrangement and any Access Fee paid by the Guest. We strongly recommend that you get professional advice on the legal, financial and tax implications of entering into the Access Arrangement.
10. For Both Hosts and Guests
The details regarding the Workspace including start date, Access Period, Access Fees and any other terms and conditions relating to the Workspace will appear in the Host Terms. Guests and Hosts are free to negotiate the Access Fee in relation to the Workspace or to agree to amend the Access Fee at any time provided however that the Host Terms must be updated to reflect the agreed terms. Any transaction and payments between a Guest and Host in relation to a Workspace must be transacted via the Site.
Each Access Arrangement will commence on the start date included in the Host Terms or otherwise agreed in writing between the Host and the Guest. The minimum Access Period is one month and the maximum Access Period is 6 months, however the Access Period may be extended on the Site by mutual written agreement of the Host and Guest. If the Host and Guest agree to continue with the Guest’s access to the Workspace after the End Date of the Access Period, the access will continue for the additional period agreed by the parties in writing otherwise it will continues on a month-to-month basis until terminated by one month’s written notice by either party. The Access Fee will continue to be charged for any additional period.
You may only terminate the Access Arrangement during the Access Period if that termination is permitted under these Terms or if both parties agree in writing.
Any renewal of an Access Arrangement must be via the Site.
11. No advice
11. No advice Nothing we do on this Site constitutes any form of specialist advice, whether property, legal, financial or otherwise. You must seek your own professional advice where appropriate.
12. Limitation of Liability
The Site and Services are provided on an “as is” basis. Spare Workspace specifically disclaims any other representation or warranty (express or implied) including any warranty of performance, merchantability or fitness or suitability for any particular purpose.
We are not liable for any delays by any other party. Further, we are not liable where there has been a delay in receiving information or where the information we have received is incomplete, false or inaccurate.
We are not liable for any failure by a Host to provide access to a Workspace or to comply with the provisions of any Access Arrangement. We are not liable for the payment of any amounts, including any Access Fee payable by the Guest or for their compliance with any Access Arrangement.
To the maximum extent permitted by law, we exclude all express and implied representations and warranties, which but for these Terms, might apply in relation to your use of the Site and Services. Notwithstanding anything to the contrary in these terms, in no circumstances will we be liable for any indirect, punitive or consequential loss or damages, including but not limited to loss of income, profits, interest, goodwill, data, contracts, use of money, loss of opportunity or any loss or damages arising from or in any way in respect of a breach of these Terms, whether in tort, statute, contract or otherwise.
Without limiting anything in this clause 12, we exclude all liability for information provided to us by any party in relation to the Services.
To the extent that our liability cannot be excluded by law and subject to any other agreement between you and Spare Workspace to the contrary, our maximum liability, whether in contract, equity, statute or tort (including negligence), to you will be limited in aggregate to:
- any amounts which we have received by way of booking fees for any Workspace in respect to which you are the Host or the Guest in the preceding 12 month period; or
- In the absence of any booking fees, $100.
You shall indemnify and hold Spare Workspace and its officers, directors, agents, representatives and employees harmless from and against any and all claims, losses, damages, costs (including legal costs on an indemnity basis) and expenses, incurred or suffered by them in connection with any claim arising out of or related to:
- any breach by you of these Terms;
- any breach by you of any Access Arrangement to which you are a party.
We are under no obligation to perform ongoing Services or provide access to the Site. We may terminate these Terms at any time and suspend or refuse to provide the Services for any reason, without any notice to you. Where possible, we will notify you of any such termination, suspension or refusal.
Notices to you under these Terms will be sent to any email address you provide us. You will be treated as having received any email sent by us instantly upon its sending. You may only give notices to us (which must be in writing) by delivering them personally, or sending them by certified mail, to our registered office.
We may assign or novate any of our rights or obligations under these Terms without your consent. You must not assign any of your rights or obligations under these Terms.
These Terms will continue to apply even when you are not using the Site and even if your access to the Site has been suspended or terminated.
No failure, delay, relaxation or indulgence by us in exercising any right conferred under these Terms operates as a waiver of the right.
These Terms constitute the entire agreement between you and us in relation to its subject matter.
These terms and conditions must be construed and interpreted in accordance with the laws of the State of New South Wales and you submit to the non-exclusive jurisdiction of the Courts of that State. You must attempt to resolve any dispute under these Terms firstly by mediation, in good faith
Clauses 3, 4, 5, 11, 12, 13 and 14 of these Terms survive termination.
Last updated: 13 July 2016