GENERAL TERMS & CONDITIONS & CODE OF CONDUCT
ProXpace – version 10/07/2021
Proxpace.com is an online platform for the supply of Flex Desks, Offices, Meeting Rooms and Polyvalent Spaces. Through ProXpace's online Community, Users can advertise, search, ask questions, book and make payments. ProXpace is an online Community that makes it possible for people to always be close to a suitable workspace to reserve on short/medium term. These general terms and conditions and rules of conduct, apply to all relationships between ProXpace and its Users.
1. DEFINITION OF TERMS
1.1 ProXpace: ProXpace VOF with registered office at Camiel Vereeckelaan 27 8540 DEERLIJK, registered in the Crossroads Bank for Enterprises under number 0771526914. In these conditions, the term ProXpace, 'the Community', 'we', 'us'/'our' always refers to the aforementioned company and its legal representatives, directors and/or employees. ProXpace can be reached by email at [email protected]
1.2 Platform: The Platform refers to the online platform of ProXpace on the website www.proxpace.com and the applications and applications linked to it directly and indirectly.
1.3 Community: broad term referring to anyone who has anything to do with ProXpace.
1.4 User: anyone who makes use of the Platform in any way. This term therefore includes both active Users (Guests and Hosts) and passive Users who only visit the Platform once.
1.5 Guests: The User who, as a natural person or legal entity, seeks a Workplace on the Platform, reserves it and takes it on loan from the Host.
1.6 Host: The User (a natural or legal person) who makes one or more spaces available through the Platform in return for payment.
1.7 Workspace: Office, Flex Desk, Meeting Space or Polyvalent Space.
1.8 Standard Facilities: Amenities that can be expected as standard in a workspace:
– 1 or more electrical outlets
– Office chair or chair that sits comfortably, for the number of people indicated
– Heating system
– Toilet and washbasin within acceptable distance for the guest
1.9 Additional Facilities: Amenities that are not part of the Standard Amenities, for example:
– Wifi access
– TV presentation screen
– Computer screen
– Bar area
– Flip chart
– Drinking water included
– Drinks included
– Coffee machine
– Air conditioning
– Charging station
– Other facilities
1.10 Office: Separate Workspace for the specified number of persons with at least one separate desk supplemented by the Standard facilities and the Additional facilities indicated.
1.11 Flex Desk: Workplace in a common area, equipped with a separate seat, supplemented with the Standard facilities and the Additional facilities as indicated.
1.12 Meeting Room: Workplace intended for holding a meeting/professional-related meeting with several people. Always provided with the Standard Facilities and the Additional Facilities that were indicated.
1.13 Multi-purpose room: A workplace that can be used for various professional purposes. Always provided with the Standard facilities and the Additional facilities indicated.
1.14 Advertising Price: Price in Euros, excluding VAT, that the Guest has to pay to book the depicted Workplace with the indicated Additional facilities.
1.15 Reservation fee: The price in euros, including VAT and transaction charges, that the guest must pay to book the depicted workstation including the additional facilities specified.
1.16 Service charge: The mutually agreed commission retained by ProXpace, as compensation for the use of the Platform and
1.16 Service charge: The mutually agreed commission retained by ProXpace to compensate for the use of the Platform and the referral of new Guests.
1.17 Transaction: The physical action whereby the Guest will actually use the reserved Workspace.
1.18 Personal Data: Any data relating to an identified or identifiable living natural person.
1.19 Data: All content, information and personal data that the User enters/has entered/will enter in the Platform, including: photos of the available Workplace, the Additional Facilities indicated, financial data, any profile photo of the User.
1.20 Intellectual Property Rights: All intellectual property rights including: copyrights, trademark rights, trade names, design rights, rights to logos, inventions, trade secrets and know-how, registered designs, design rights, database rights, patents, semiconductor topographies, all rights of any kind to computer software and data, all intangible rights and privileges of a similar or related nature to the foregoing, in all cases in any part of the world and whether registered or not; and including all registrations granted and all applications for registration, all renewals, designations or extensions, the right to claim damages for past infringements, and all forms of protection of a similar nature that may exist anywhere in the world.
1.21 Maximum Workplace Capacity: The maximum number of people who may use the booked Workplace at the same time.
1.22 Service Agreement: binding effort agreement between ProXpace VOF and the Host, which will be delivered electronically or physically to the Host.
1.23 "New Partner Information" form: Google form to be completed by the Host in full, before the workplaces made available by the Host will be visible on the Platform. This form will be delivered electronically to the Host.
2. SCOPE AND ROLE OF PROXPACE
2.1 The Commercial Rental Law – 30 April 1951 is not applicable, according to article 2; 2°, as ProXpace does not intervene in the rental of workspaces longer than one year.
2.2 ProXpace is administrator of the Platform where the Users interact and therefore ensures, by all means reasonably within its capabilities, that clearly unauthorized and/or illegal practices will be kept out of the Platform. ProXpace is in no way itself a provider, owner, agent or manager of any Workspace and is not responsible for the Workspaces offered. ProXpace is not an intermediary in the sense of broker or representative of Hosts and/or Guests.
2.3 Workspaces offered on the Platform may be used for the performance of both professional and non-professional intellectual activities and the services naturally associated therewith.
3. ACCESS TO THE PLATFORM
In general, anyone is eligible to freely use the Platform. However, when a User effectively wishes to book a Workplace, they will be asked to create an account. When creating this account, the following information is requested from the User:
– Last Name and First Name
– email address
– Phone number
The following information is visible to other users of the platform:
– Reviews (with permission)
Users who decide to create an account may only have 1 account at a time.
4. CONDITIONS GUEST
4.1 The Guest must behave as a good family man when using the workplace.
4.2 The Guest may make use of the Standard Facilities and the indicated Additional Facilities when using the Workspace, provided that he/she treats everything that is made available to him/her with sufficient/necessary care and prudence.
4.3 The Guest will leave the Workplace undamaged and in the neat condition as he found it upon leaving it. In case of damage caused by his actions or careless behavior, the Guest is obliged to inform the Host of this and take all necessary steps to fully compensate for the damage suffered.
4.4 As a Guest, you can use the platform to search and book a suitable Workplace with a Host. Before you as Guest can complete your booking, the Guest must provide his payment details to the external service provider who handles the payment transaction, namely Mollie (see payment terms in Art 7). Only after payment by the Guest will the booking be forwarded to the Host, who then has a maximum of 2 days to accept or reject this booking. If the Host refuses the Guest's booking for any reason, the Guest will be notified as soon as possible and the amount paid for the booking will be fully refunded within a reasonable time.
4.5 As a Guest, you are responsible for complying with any tax/accounting obligations associated with using the platform and/or booking a Workplace. ProXpace therefore strongly recommends the Guest to check which rules are applicable to his/her own situation.
4.6 If you as a Guest book a Workspace that can accommodate more than just the Guest(s) in whose name the booking was made, you as a Guest may grant access to the Workspace and use the Workspace up to and including the maximum capacity of the Workspace indicated in the booking. If you use the booked Workplace with more than the maximum capacity indicated, the Host has the right at any time to deny the Guest and all persons using the Workplace booked by the Guest access to the Workplace.
4.7 As a Guest, you are responsible for all persons you bring to and allow access to the Workspace you have booked, including any damages.
4.8 It is not permitted for persons other than the Guest who made the booking of the Workplace, without the presence of the Guest himself, to use the Workplace and facilities.
4.9 By booking a Workplace, the Guest agrees to pay the Advertisement Price plus any applicable taxes and transaction fees.
4.10 The Guest agrees to receive the newsletter. If the Guest wishes to unsubscribe from the newsletter they should send an email to [email protected]
4.11 After the Transaction the Guest will receive an automatic email asking the Guest to evaluate some criteria of the Workplace and the Host, this review may be made visible on the Platform to all users with the Guest's consent.
5. TERMS AND CONDITIONS HOST
5.1 The Host makes use of the Platform in order to make its available Workspaces available to the other Users on a short/medium term basis.
5.2 The Host has the freedom to determine the prices of the Workspace(s) it offers. It is ultimately this price that will be displayed as Advertisement Price at the Workspace.
5.3 Every Host is obliged to create an account. This means that they then automatically become a User of the Platform and must therefore agree to the then current version of these Terms and Conditions. The Host will also be asked to complete the "new partner information" form. Only after signing and truthfully and completely completing the latter documents will the Host's provided Workspaces become visible on the Platform. These documents are important as parts of these documents will be used for the descriptions of Workspaces and in these documents the Host declares to agree with the Service cost charged by ProXpace for the services provided. ProXpace may assume that the contents of these documents are truthfully completed by the Host. ProXpace cannot therefore be held responsible in any way for the accuracy of descriptions of Workplaces, facilities, etc.
5.4 The Host shall ensure that each workstation must be equipped with at least the Standard Facilities.
5.5 The Host is responsible for complying with all legal provisions, rules and contracts that may apply when providing Workstations on a short/medium term basis. ProXpace assumes that the Workplaces made available are adequately insured. If necessary, the Host itself will inform its insurer of the intention to offer a Workplace on the Platform.
5.6 As a Host, you yourself are responsible for taking care of possible tax implications and any accounting processing that results from making one or more Workspaces available on the Platform. ProXpace does not intervene in this matter and accepts no liability whatsoever. However, ProXpace does recommend that Hosts check for themselves which rules apply to their specific situation.
5.7 After accepting a booking, you as a Host are responsible for ensuring that the Guest provides access to the Workplace they have booked at the time agreed. ProXpace always has the right to remove the Host's account from the Platform if bookings are regularly refused or remain unanswered. The Host will first be informed of this electronically. The Host may still request that his/her account not be removed from the Platform.
5.8 The Host is responsible for fulfilling all commitments made to the Guest regarding the Workspace and Additional Facilities.
5.9 ProXpace has the right to make reviews of the Host's Workplace visible on the Platform (subject to the consent of the Guest who wrote the review).
5.10 Regarding the order in which Workspaces are displayed to Users, ProXpace uses an undifferentiated policy. Spaces are displayed on the reserve page, https://www.proxpace.com/reserveren/, according to the selected search criteria and on the offer page, https://www.proxpace.com/aanbod/ , (if no specific location is selected) according to alphabetical order of its geographical location (city name).
5.11 When confirming/rejecting a booking, the Host has a choice of 2 options:
Option 1: The Host chooses to automatically accept any booking immediately at the time such booking is made. The Host is then responsible for ensuring that he/she either keeps the availability of the Workspace up to date himself/herself, or as mutually agreed with ProXpace correctly communicates the availability to ProXpace.
Option 2: The Host chooses to control whether or not bookings are accepted/rejected. The Host then has 2 days to refuse a booking. Refusal of a booking within this period is always free of charge. If the Host does not refuse/accept the booking within these 2 days, the booking will be automatically accepted by ProXpace and both the Host and Guest will be notified by email that the booking has been accepted.
Host Cancellation Policy:
If the Host cancels a booking after it has been accepted, it will not be entitled to rental income for the cancelled booking and will be obliged to pay compensation of 25 percent of the full booking amount, of which 10 percent will go to the Guest in the form of a discount voucher for a subsequent booking and 15 percent to ProXpace for carrying out the necessary administrative work.
If a host refuses a booking before it was accepted this is free of charge, also in this case the host will not be entitled to rental income and the Guest will be refunded the amount paid.
If the guest who made a reservation cancels his booking with the host later than 72 hours before the transaction, the host is entitled to his normal rental income.
If the guest who made a reservation with the host cancels his booking more than 72 hours before the transaction, the host is entitled to 35% of the normal rental income because he still has time to acquire a new booking.
5.12 Service Agreement between ProXpace and the Host:
The Host and ProXpace agree as follows:
1. The Host acknowledges that ProXpace is entitled to receive 15% commission of the total rental amount excluding tax of the bookings made through proxpace.com, on account of the services and service unless otherwise agreed in writing.
2. The Host acknowledges that he will send an email to [email protected] 1 week in advance to communicate his leave days. The Host can fill in leave days themselves in their landlord portal, but ProXpace would still like to be aware of this.
3. The Host agrees that the supplier debt owed (100% minus commission percentage of the total rental amount excluding VAT) will be refunded each time during the first week of the new month by ProXpace.
4. The host on social media announces the collaboration. The host announces the collaboration with ProXpace on social media and ProXpace also announces the collaboration with the new host on social media.
5. This Services Agreement is valid for an indefinite period of time. If the Host or ProXpace wishes to discontinue the partnership it must be notified by email. Then ProXpace has another 2 weeks to remove the partner's spaces from the platform.
6. If a customer introduced through ProXpace becomes a tenant of the host on a monthly or yearly basis, ProXpace will be reimbursed by the host for the proceeds of 1 month of rental.
7. All contracts entered into with ProXpace are subject to Belgian law.
8. ProXpace maintains personal data of the host and may also use it for marketing purposes. All personal data is processed in accordance with GDPR legislation. If the host does not want ProXpace to process data for marketing purposes it suffices to inform us at [email protected] . At that address, the host can also always
request what data ProXpace is processing about the host and, if necessary correct, delete or transfer them, if necessary. If the host disagrees with with the way in which data is being processed, the host can turn to the Commission for the Protection of Privacy (rue du Printing 35, 1000 Brussels).
Users may use the Platform free of charge. This means that both the creation of an account and the provision of Workspaces by Hosts are done entirely free of charge, apart from the agreed Service Charge which is deducted from the advertising price on a monthly transfer to the Host. The Host may be charged additional costs for non-compliance with the Terms and Conditions. The Guest simply pays the advertising price plus tax and transaction costs when booking.
7. TERMS OF PAYMENT and CANCELLATION
7.1 Payment transactions between Guest and ProXpace on bookings are made through an external service provider, specifically Mollie, https://www.mollie.com . The processing of these transactions, the storage of credit card, debit card or other payment method data is done by this external service provider. ProXpace assumes that the Guest has read the terms and conditions of Mollie, which can be found at https://www.mollie.com/be/user-agreement , and agrees to these and any other conditions that Mollie may impose during the payment process. As a Guest, you are responsible for providing Mollie with your payment details. ProXpace disclaims all responsibility in this regard.
7.2 If ProXpace suspects fraud of any kind, the account of the Host or Guest in question will be deleted and ProXpace will also block any payment transactions still in progress, pending further investigation.
7.3 Guest Cancellation Policy: If the guest cancels up to 72 hours before the transaction, they will be refunded 50% of the amount paid to ProXpace. If the cancellation is made later than 72 hours before the transaction, the Guest will not be entitled to a refund.
7.4 Host cancellation policy: for Hosts cancellation policy and related fees please refer to: 5.CONDITIONS OF HOST, article 5.11.
8. RULES OF CONDUCT FOR THE USE OF THE PLATFORM
8.1 The application of technical interventions on the platform, whether or not with malicious intent or with the aim of preventing/impairing the normal operation of the Platform, is prohibited.
8.2 Users are expected to communicate among themselves in a respectful, transparent and honest manner.
8.3 Users may only use the Platform for the purposes for which it is intended.
8.4 Do not use bots, crawlers, scrapers or any other automated means to access Data or collect Data.
8.5 It is prohibited to test, manipulate or circumvent the security mechanisms of the Platform.
8.6 Use the Platform only the manner prescribed in these Terms and Conditions or any other agreement with ProXpace.
8.7 Follow all laws and regulations that apply to you, including privacy laws, data laws and export laws.
8.8 Users are expected to use their real name or company name when creating their account.
8.9 Using a name that is not yours is strictly prohibited.
8.10 Each User has only 1 profile that they actively use.
8.11 Workspaces may only be used for the purposes described in its description or that logically follow from its description.
8.12 Do not use any trademarks, name or logos of ProXpace without express written permission.
8.13 The data available to Users through the Platform may only be used by ProXpace itself for commercial and marketing purposes.
8.14 Payments between Guest and Host, outside the Platform, are not permitted.
8.15 In case of suspected violation of local laws or breach of these terms and conditions, one is always obliged to report this to ProXpace and if necessary to the local authorities.
9. ANTI-DISCRIMINATION POLICY
Anyone may use the Platform, regardless of his/her background, color, social status, educational attainment, nationality, gender, age, etc. ProXpace therefore asks its Users to always be respectful of each other and not to exclude, exploit, refuse access to, treat disrespectfully… based on the aforementioned or similar reasons. Any event or act that goes against this basic principle will, when reported, be sanctioned by ProXpace, if necessary, with the exclusion of the User in question from the Platform.ProXpace expressly invites its Users to report matters/events that go against this position.
10. REVIEWS AND SHARED CONTENT
After each Transaction, both Guest and Host will have the opportunity to review each other on a number of standard criteria. These reviews by the Guest may be made public. Abusive or coarse reviews that contain coarse/abusive language will never be made visible on the Platform.Photos, videos, reviews, descriptions etc that are posted on the Platform with the permission of the User or by the User may be used by ProXpace for promotional purposes free of charge.
12. COMPLAINT HANDLING
Users may always report any complaint via [email protected] ProXpace will always, to the extent possible, address any justified complaint as soon as possible and take any action, including reporting it to the appropriate authorities if necessary.In a dispute between Guest and Host, ProXpace deliberately chooses not to take a position in favor of one of the parties, unless one of them is patently at fault.
13. RISK OF EXCLUSION FROM THE PLATFORM
14. LIABILITY OF PROXPACE
14.1 ProXpace manages the Platform, its role being to oversee the content of the Platform. More specifically, ProXpace will ensure that no manifestly unauthorized and/or prohibited items are visible on the Platform. This is admittedly an obligation of means and in no way an obligation of result.
14.2 ProXpace shall be liable for payment transactions up to the amount of the Advertisement Price of the Workplace.
14.3 ProXpace is never liable for the accuracy of information provided by the Host about a Workplace offered and therefore cannot be held liable by the User for checking this info, quality and safety of the Workplace.
14.4 ProXpace can never be held liable for both safety and well-being aspects of the Workspace, this is and will always remain the responsibility of the User.
14.5 ProXpace is not liable for any damage to goods/personnel with respect to Users.
14.6 ProXpace shall in no event accept liability for any damage resulting from the Transaction.
14.7 ProXpace only puts Host and Guest in contact with each other. Agreements regarding the booking (catering, facilities present etc) of a workplace are made between the Host and the Guest. ProXpace is never responsible for any agreements made between the Host and the Guest.
14.8 ProXpace is under no circumstances the owner of the offered Workplaces.
14.9 When a Guest books a Workplace with a Host through the Platform, ProXpace can under no circumstances be considered a broker, agent or trade intermediary.
14.10 Scheduled maintenance work on the Platform will always be communicated in advance if possible. In the event of a breakdown, ProXpace is not responsible for any temporary unavailability of the Platform and associated applications.
14.11 ProXpace is only liable for its own services. This is limited to putting Guest and Host in contact, forwarding monthly rental payments and providing feedback to the Host on its services. This certainly does not include the execution of the payment transactions (these are the responsibility of Mollie).
14.12 Except in the case of gross misconduct, malicious intent or fraud, ProXpace's liability is limited to €1000.00 per claim or series of claims resulting from the same cause. This liability does not apply for indirect damage and/or consequential damage. This liability only applies for damages that are unambiguously and directly caused by the actions of ProXpace.
15. INTELLECTUAL PROPERTY RIGHTS
The Platform is protected by: copyrights, trademark rights and all other Intellectual Property Rights.Nothing in these General Terms and Conditions may be misinterpreted as granting rights or licenses to the User of the Platform. The User may not modify, copy, counterfeit and market the Platform in whole or in part. Users are obliged upon knowledge of any misuse or violation of any of the agreements/rules set forth in these General Terms and Conditions to immediately notify ProXpace.
16. LICENSE TO DATA
16.1 ProXpace and its Users acknowledge that all Data remains the property of User for the full term of any Intellectual Rights associated with such Data. However, upon acceptance of these general terms and conditions, the User grants a perpetual, transferable, assignable, sub-licensable, non-exclusive, free license to use this Data and any Intellectual Property Rights associated with this Data, within the limits permitted by law.
16.2 The license to Data contained in these General Terms and Conditions gives ProXpace the right to use, modify, reproduce, point, translate, share with third parties, store and aggregate, mix with its own data and third party data, analyze and retrieve or reuse substantial parts of the database according to Article 1.17 WER, and to authorize others to perform these activities. This always in connection with the provision of the intended services and without obligation to actually use this Data.
16.3 All rights not expressly granted to ProXpace naturally remain the property of the User at all times.
16.4 As regards the exploitation of Data for purposes which are not yet clear or known, the User and ProXpace agree that an agreement in good faith may be made about this in the future.
16.5 The User shall indemnify and compensate ProXpace for all possible damages, claims, costs, settlements, fines, expenses and liabilities arising from or relating to any claim, (court) proceedings or lawsuit brought by a fellow User of the platform or third party, t. The User shall not be liable for any costs, settlements, fines, expenses and liabilities arising from or relating to any claim, suit or proceeding brought by any joint User of the Platform or any third party in respect of the licence and arising from any third party claim relating to (without being limited to) any established, actual or alleged infringement of any third party right (including its Intellectual Property Rights).
17. DECOMPILING, DISASSEMBLING OR REVERSE ENGINEERING
17.1 The User may not decompile, dismantle or reverse engineer the Platform, or attempt any of the aforementioned or similar acts.
17.2 The User may not take any action to obtain underlying information that is not visible during normal use of the Platform.
17.3 The User may not create derivative works based on the Platform or any part thereof, unless permitted by law.
17.4 The User acknowledges that the Platform is the property of ProXpace and that it may contain confidential data and knowledge belonging to the property of
ProXpace or which may be controlled by ProXpace.
17.5 The User agrees not to pass on the Platform, to display the source code and/or object code on any screen
and/or not to make copies of the source and object code.
17.6 If the User wishes to learn more about the interoperability of the Platform and (associated) programs, the User must always explicitly ask ProXpace for this info. ProXpace will then decide whether to share this info.
18. GENERAL PROVISIONS
In the event that any provision (or part of a provision) of these terms and conditions is held to be invalid or unenforceable under mandatory law, this shall not affect the validity and enforceability of the remaining provisions of these terms and conditions, as well as the part of the provision that is perfectly valid and/or enforceable.In such cases, the parties shall negotiate in good faith to replace the unenforceable and/or invalid provision with a legally valid and enforceable provision, which shall be as close as possible to the initial purpose and scope of the original provision.
19. APPLICABLE LAW AND DISPUTES
Belgian law shall always apply between ProXpace and its Users. For disputes that cannot be settled amicably, only the courts of Kortrijk will be competent to adjudicate.