Legal Agreement: Terms of Service

AGREEMENTS 

LIFT BRIDGE COWORK, LLC Membership Agreement 

As a member you agree to the following: 

SECTION 1: LIFT BRIDGE COWORK’S CODE 

By selecting "I Agree to the Membership Agreement" and selecting Next Step online you have accepted and agreed to be bound by the terms of our membership below. Your membership benefits do not start until you Agree to this Membership Agreement and click "Next" online during your registration, and attend an orientation for all memberships. Be good. Behave well and treat others the way you would want to be treated. And if you don't walk the talk, then at the request of its members, other building tenants, or our own choosing, Lift Bridge Cowork will warn you to shape up in 30 days or ship out. We know it sounds tough, but Lift Bridge Cowork’s community can be spoiled with one bad apple. Simply put, every membership is terminable by Lift Bridge Cowork with and without cause. Lift Bridge Cowork reserves the right, however, to terminate a membership if in its sole discretion, Lift Bridge Cowork determines immediate termination is warranted under the circumstances. Be positive. Believe in yourself, believe in others, and especially believe in the collaborative power of the Lift Bridge Cowork community. Network. Collaborate. Work hard. Have fun. Improve the community for all. Please provide input to improve Lift Bridge Cowork for everyone. Roll with the changes. Lift Bridge Cowork is an organic thing... an ecosystem. And like all such environments, Lift Bridge Cowork, will evolve and improve. This means that Lift Bridge Cowork may decide, with member input and observation, that the rules need to change as well. So, while this is the Lift Bridge Cowork Code today, it is hard to predict the evolving needs of members. Therefore, it is your responsibility to check our member site for future changes to the Lift Bridge Cowork Code and policies. Pay your dues. Pay your dues. If you don't pay the fee you owe when it is due we will send you an email to remind you and the payment will be due before you can enter the space again. If your payment is not brought current by the 15th of the month we have the right to withdraw your Lift Bridge Cowork access and your membership. You give Lift Bridge Cowork permission to re-run failed transactions within 5 days of the original transaction. Make a commitment. Strong communities are based upon active members and continuity. One of the most amazing benefits of your membership is the relationships and encounters you have with other members. Don't fight the law (it always wins). Violate the law and you're out. This means you won't use Lift Bridge Cowork for any purpose that is unlawful, including doing anything that could damage, disable or impair any of the property of Lift Bridge Cowork or keep other members from using the Lift Bridge Cowork space or would hurt other members. This also means you won't attempt to gain access

to any computer systems or networks of Lift Bridge Cowork, or attempt to obtain any materials or information not intentionally made available to all Lift Bridge Cowork members. If you attempt to do any of these naughty things, your membership will be terminated immediately with notice from Lift Bridge Cowork. You represent to Lift Bridge Cowork that you have the authority to be a member (even if it requires a note from your mother), and the authority to sign this Agreement, and ultimately live by the Lift Bridge Cowork Code. You promise that your membership won't be a breach of an agreement you have with someone else. You also acknowledge that you can't bind Lift Bridge Cowork or the community (in whole or part), or its other members. Don't be slimy. Besides all this, you also agree not to use Lift Bridge Cowork in connection with: Contests, pyramid schemes, chain letters, junk email, spamming or similar annoying behavior; Defaming, abusing, harassing, threatening or otherwise violating the legal rights (such as privacy and publicity) of others; Posting, distributing or disseminating inappropriate, profane, defamatory, obscene, indecent, or unlawful material or information; Uploading, reproducing, using, performing or otherwise making available, images, software or other material or information which infringes another's rights, or is protected by intellectual property laws where you don't own or license such rights; and uploading or using files that contain viruses, corrupted files, or any other similar software or programs that may damage Lift Bridge Cowork’s or a member's computers or property. Keep a secret. You acknowledge that during your membership at Lift Bridge Cowork, you going to be exposed to confidential information such as business information, trade secrets, technology, customers and prospects, and other secret stuff, disclosed by Lift Bridge Cowork or by other members of Lift Bridge Cowork (including through your keen observation) that is confidential or proprietary in nature and simply just not known by others. It's plain and simple - you agree to keep it confidential and not to disclose or use such information. You understand that they remain the exclusive property of who disclosed them, and you don't acquire any rights to such information. If you are unsure if something is confidential - ask. Be insured. Lift Bridge Cowork will carry General Liability and Business Personal Property insurance. As a member, it is strongly suggested that you carry an insurance policy of some type to cover your own equipment while using our space (or any anyone else's space for that matter). Lift Bridge Cowork cannot provide insurance for you or provide advice, so it is best to contact an insurance agent regarding your specific needs. With respect to your access to, participation in, use of the Lift Bridge Cowork space, or any loss of information or other property resulting from such participation or use you acknowledge that it is solely your responsibility to make sure you are properly insured against such losses, and acknowledge by signing this agreement a full waiver of liability for Lift Bridge Cowork. Lift Bridge Cowork bans guns on its premises. The possession, carrying, or use of a firearm (including but not limited to handguns) or other weapon while on our premises is strictly prohibited. This prohibition applies to all members, including those who have a valid permit to carry a firearm. By signing this Agreement, you agree that you will not bring in or keep any firearms on the Premises. You acknowledge that your membership may be revoked should you fail to comply with this policy. Respect the rules of the

house. Please be aware that all Lift Bridge Cowork locations exist inside multi-tenant business buildings, which means that Lift Bridge Cowork members also must abide by the rules of the building. Basically, if you act professionally there will not be any problems. Please know that the Building's rules might change with time, so you're responsible for being aware of changes. Lift Bridge Cowork Building Rules: The following rules and regulations have been formulated for the safety and wellbeing of all tenants of the Property by the building owners. Adherence to these rules and regulations is necessary to guarantee that every tenant (including the Lift Bridge Cowork community) will enjoy a safe and undisturbed occupancy of its premises. Lift Bridge Cowork Landlord’s reserve the right to amend these rules and regulations and to add additional rules and regulations. You hereby agree to the following for all locations: Not to use any equipment, machinery or advertising medium which may be heard outside the Lift Bridge Cowork’s space. Not to use any plumbing facilities for any purpose other than that for which they were constructed. Not to use any portion of the Premises as sleeping apartments, lodging rooms or for any unlawful purpose or purposes. Not to solicit business in the common or public areas of the building. You hereby agree specifically to the following for all Lift Bridge Cowork locations: 310, 312 Main St & 109 Myrtle St E: Not to distribute or display any handbills or other advertising matters or devices in such common or public areas. Not to obstruct or encumber any sidewalks, entrances, passages, courts, elevators, vestibules, stairways, corridors, halls or any other part of the 310 & 312 Main Street S and 109 Myrtle St E building to permit any drapes, blinds, shades or screens to be attached to, hung in or used in connection with any window or door relating to the Premises without the prior written consent of Landlord. Not to permit any showcases, mats or other articles to be placed or allowed to remain in front, in the proximity of or affixed to any part of the exterior of the Premises. Not to permit or encourage any loitering in or about the Premises Not to enter upon or use the roof of the Building. Not to utilize the ADA Lift unless you have consent at least 24 hours in advance from a Lift Bridge Cowork owner or Community Manager. Not to permit or encourage any canvassing, soliciting, peddling or demonstrating in or about the Premises. Not to install or permit the installation of any wiring for any purpose on the exterior of the Premises or the Building. Not to mark, paint, drill into or deface any part of the shell or core of the Building. Not to bring in or keep any firearms in the Premises or the Building. Not to affix any floor covering to any floor of the Premises with adhesive of any kind without obtaining Landlord's written consent. Not to allow live or artificial Christmas trees. You hereby agree specifically to the following for 310, 312 Main St S.: Not to park in the alley or behind the building. Lift Bridge Cowork Stillwater - 310, 312 Main St S., and 109 Myrtle St Er: No pets are permitted, period. This is a strict rule enforced by the building owner. Bikes are permitted, and encouraged, at all Lift Bridge Cowork locations, bike racks are adjacent one block East and throughout and on the St Croix biking trail. We absolve ourselves of any injury that happens on the outdoor deck. Children: While we love them, it is helpful to keep in mind that they do not have a membership. This is a community of professionals, and we have to do what can keep the community professional. Events: Lift Bridge Cowork is a multi-purpose destination, and will occasionally host events during evening weekdays and during weekend day/night hours. Every attempt will be made to clearly mark private areas, and someone will patrol to ensure that event participants do not use member's spaces. However, be warned that smart and beautiful people will be occasionally attending Lift Bridge Cowork events. No glitter, it just gets everywhere. And no sale of alcohol unless a sale of alcohol permit is provided by a Cowork approved vendor/caterer. When the Forum (312 Main St S) lounge and kitchen is rented for an event, that space is designated for the renter and their guests only. Members would not have access to the kitchen during that time. Only Lift Bridge Cowork Approved Vendors, Chefs will be permitted to use the stove, oven and other areas of the kitchen.If any plates, bowls, glasses etc are broken or missing, a fee will be processed to the card on file. If there is any damage to the technology/custom screen, the credit card on file will be processed accordingly. Printing: Is currently provided at no cost to members. If this is abused by printing massive Hollywood scripts, epic novels, or manuals, Lift Bridge Cowork may be forced to revoke this privilege and start charging for printing services individually or collectively. The general rule is 5 pages per day. Smile: We love to share the space, the cool people, and the activities of our community with everyone on the planet. So, you agree to provide Lift Bridge Cowork absolute and irrevocable right and unrestricted permission to use photographs, or video taken of your beautiful face, to use, re-use, publish and re-publish the same in whole or in part, individually or in conjunction with other photographs and any printed or video matter, in any and all media now or hereafter known, and for any purpose whatsoever allowed by law for illustration, promotion, art, editorial, advertising and trade, or any other purpose whatsoever without restriction as to alteration. Copyright Infringement. Lift Bridge Cowork is committed to complying with U.S. copyright and related laws and requires all members and users of Lift Bridge Cowork to comply with these laws. Accordingly, you may not store any material or content on, or disseminate any material or content in a manner that constitutes an infringement of third party intellectual property rights, invading rights granted by U.S. copyright law. Owners of copyrighted works who believe their rights have been infringed may take advantage of certain provisions of the Digital Millennium Copyright Act of 1998 (the "DMCA) to report alleged infringements. It is Lift Bridge Cowork’s policy in accordance with the DMCA and other applicable laws to reserve the right to terminate the membership of any member who is either found to infringe a third party copyright or other intellectual rights, including repeat infringers, or who Lift Bridge Cowork believes in its sole discretion is infringing these rights. Security and access to the kingdom (membership, building, and parking cards and access codes). Our goal is to provide a safe place, but in any community it takes all the members to help out. We take this seriously, so please be aware: While all Lift Bridge Cowork locations have surveillance cameras at entrances and public access areas, we cannot guarantee a 100% secure environment. Interns are not permitted to have access without direct supervision of the member they are working for. All guests must be accompanied by a member at all times. The hosting member will be responsible for their guest's actions at all times. A maximum of 4 guests are permitted. All guests working in the space for more than 2 hours are subject to the Membership Rules and Guest Pass rates outlined in Section 3. All keypad codes are not transferable and may not be lent out at any time to anyone for any reason. Lending of access codes will result in membership termination. 

SECTION 2: MEMBERSHIP BENEFITS 

All memberships include; wireless internet access, printer, all the brewed coffee you can drink for members only, and casual meeting spaces. Lift Bridge Cowork reserves the right to change benefits any time at its discretion.

SECTION 3: MEMBERSHIP RULES 

Membership Levels: Below is a description of the current Lift Bridge Cowork membership levels, and specific rules that apply to each. Memberships can be upgraded at any time, and are subject to availability. You understand and agree that you will be billed a monthly recurring membership fee per the level you have selected, and that prices are subject to change. Lift Bridge Cowork reserves the right to change pricing, benefits, and memberships anytime at its discretion. 

Orientation: On your first day you must attend a member orientation session before you begin using your membership. Access: Monday-Friday 6am-6pm. Cancellation notice: Notification via email to hello@liftbridgecowork.com with a full 30-day notice. See paragraph 9 of this Section. Fulltime: Commitment requirement: These memberships are on a month to month arrangement. Dedicated Desks: Orientation: On your first day you must attend a member orientation session before you begin using your membership. Cancellation notice: Notification via hello@liftbridgecowork.com with a full 60-day notice. See paragraph 9 of this Section. As a key-holder, you are entrusted with a significant amount of security responsibility. If you so choose to accept this mission, treat this privilege as if each person's valuables were your own. If abused by unauthorized parties, discos, or otherwise unapproved extracurricular activity, and know that Lift Bridge Cowork may terminate your membership or revoke your access privileges. 

Day Pass: As a key-holder, you are entrusted with a significant amount of security responsibility. After normal business hours of operation, the community's property may be exclusively in your hands, so it is your responsibility to secure the building if you believe you are the last person on the premises or any time after 5pm. If you so choose to accept this mission, treat this privilege as if each person's valuables were your own. If abused by unauthorized parties, discos, or otherwise unapproved extracurricular activity, know that Lift Bridge Cowork may terminate your membership or revoke your access privileges. A Day Pass is intended for use by one person only. A Day Pass is non-transferable.

Startup Getaway Weekend: Minimum of a 50% non-refundable deposit required. Cancellation notice: Notification via the online Membership Cancellation Form with a 30 day cancellation. See paragraph 9 of this Section. As a key-holder, you are entrusted with a significant amount of security responsibility. After normal business hours of operation, the community's property may be exclusively in your hands, so it is your responsibility to secure the building if you believe you are the last person on the premises or any time after 5pm. If you so choose to accept this mission, treat this privilege as if each person's valuables were your own. If abused by unauthorized

parties, discos, or otherwise unapproved extracurricular activity, and that Lift Bridge Cowork may terminate your membership or revoke your access privileges. Roster: All names of additional members must be included in the Membership and roster. Any changes to roster must be provided in writing a minimum of 48 hours prior to the individual starting by writing to hello@liftbridgecowork.com with the member's name, start date and email address. Once the maximum number of spots has been filled the payor may cancel a current member and add a new member with a $50 roster change fee in order to add any additions. Custom Membership for a company (hint, that’s you if you agreed to this Membership Agreement): The Payor on the account is in charge of the following: Notifying Lift Bridge Cowork with 48-hour notice when new members are joining the group space by emailing hello@liftbridgecowork.com with the individual’s full name, email, and start date. Ensuring that new members are aware of, and attend an orientation on their first day. Notifying Lift Bridge Cowork by email when members are leaving by emailing hello@liftbridgecowork.com with the member’s full name and last date. At the end of the membership all access codes, keys and filing cabinets need to be turned into the Community Manager on or before the last day of the month. The group space should be turned in as good or better condition than it was received or a cleaning fee of $250 will be charged to the account on file. Single Company: The group space cannot be used by multiple companies. Each space can only be occupied by a single company. Proof of this may be requested and any violation of this clause could result in immediate termination of membership, and removal from the group space. No Poaching Rule: The group space members cannot recruit current Lift Bridge Cowork members to join their membership in the space, unless they are hired by the company who holds the membership. Guests and Visitors: Anyone not on the official Roster will be considered an amazing Guest or Visitor. Since they made the special trip to visit you at Lift Bridge Cowork, they will need to be accompanied by a Member. Keep Your Room Clean: We are not your Mother, Father, or a maid service. Therefore it is your sole responsibility to maintain the Group Space in a safe, sanitary and presentable condition. This includes returning dirty dishes, glasses, or cups to the kitchen area/dishwasher for cleaning. However, we do reserve the right to send Lift Bridge Cowork staff on search and recovery missions of such items, and if we discover caches of such items on a regular basis you will be subject to cleaning service fees. Damages: Your Group Space includes furniture, chairs, network equipment and other finishes. Any damages could result in you being charged for repair work and/or replacement. The spaces are provided as-is. No modifications are allowed. Member shall immediately notify Lift Bridge Cowork Community Manager of any problems with or damage to the Group Space including, but not limited to fixtures, windows, heat, and water leaks. Right of Access: Group Spaces are subject to Lift Bridge Cowork staff or building management access at any time. We don’t have any need to come in and look through your music collection, but we do reserve the right to access the space for maintenance or inspection purposes. You acknowledge that your Group Space is part of Lift Bridge Cowork and subject to all other membership rules. Memberships cannot be transferred without express written confirmation from Lift Bridge Cowork. Normal business hours are 6am - 6pm, Monday-Friday. Holiday schedule is listed on our website at liftbridgecowork.com and in paragraph 10 of this Section. Guests and clients: Your membership includes you. However, we welcome your clients and guests. They may join you in a drop-in meeting spaces or a meeting room at no additional charge if within the allotted meeting hours included in your membership. However, contractors, employees, or project collaborators are subject to Guest policies in Section 1, paragraph 19 of this Agreement, and a $35 per day Day Pass fee. After four visits within a month time frame a guest is no longer considered a guest and we request that you purchase a membership so we can formally welcome them into the family. Meeting room usage. Meeting rooms are areas designated for meeting purposes only. Each room must be booked in advance using Lift Bridge’s Member Site and are available Monday through Friday from 6am to 6pm except on holidays or when Lift Bridge Cowork is closed. It is the meeting leaders responsibility to leave the room in good working condition, with whiteboards cleaned, and garbage disposed of properly. All memberships come with complimentary meeting room hours. Membership Cancellation Notice: The member must notify hello@liftbridgecowork.com or complete the Member Cancellation Form on the Member Site. Cancellations are effective on the last day of the following month of individual memberships (30-day notice) and the last day of the month after that for group memberships (60-day notice). If a member does not provide timely advance notice, the member will pay monthly membership dues at the regular rate for the current and following month, during which time the member will continue to have access to all Lift Bridge Cowork locations. Lift Bridge Cowork retains the right to make changes anytime to this holiday schedule at our discretion surrounding the Holiday date. If you have a membership, the space will be accessible by you, but will be unstaffed. 

SECTION 4: ADDITIONAL SERVICES 

Below are additional services you can add to your membership level. Services can be upgraded at any time, and are subject to availability. Pricing and packages are subject to change. Please email hello@liftbridgecowork.com if you are interested in adding any of these to your membership. 

Virtual Member Mailbox: You receive a physical address, and all mail will be received and placed in your dedicated area. It is an add-on for those who select a Flexible or Dedicated Desk membership. Packages can be signed for, and you will receive email notification when a package is received on your behalf. Note: You must maintain an active membership. Storage Locker: Available at Stillwater 310 Main St S location. A locker is for storage of your office supplies, computers, clothes, etc. You can bring your own lock. Parking: Available on the street, and also at designated parking locations throughout Stillwater. It is good exercise to walk! There are city of Stillwater parking permits available through the City of Stillwater for businesses to purchase. 

SECTION 5: THE LEGALESE (HINT, THIS IS IMPORTANT TO READ!) 

Beware, Lift Bridge Cowork legal advisors have required the following be CAPITALIZED, which means you're really supposed to pay attention: Three short, but important points: LIFT BRIDGE COWORK PROVIDES SERVICES "AS IS" AS A SERVICE AND NOT AS A LEASE OF REAL PROPERTY, AND DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE. THE ENTIRE RISK OF PARTICIPATING IN OR USING LIFT BRIDGE COWORK SERVICES REMAINS WITH YOU. 

IN NO EVENT SHALL LIFT BRIDGE COWORK OR ITS AGENTS, OWNERS, MEMBERS, OR EMPLOYEES BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL OR OTHER DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION,PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), NEGLIGENCE, AND ANY OTHER LOSS)

ARISING OUT OF OR IN ANY WAY RELATED TO LIFT BRIDGE COWORK SERVICES OR OTHERWISE. 

NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER, THE ENTIRE LIABILITY OF LIFT BRIDGE COWORK OR ITS AGENTS, OWNERS, MEMBERS, OR EMPLOYEES, AND YOUR EXCLUSIVE REMEDY FOR ALL THE FOREGOING SHALL BE LIMITED TO ACTUAL DAMAGES INCURRED BY YOU NOT TO EXCEED $10.00. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. 

Let us off the hook. Besides, the three CAPITALIZED sections above, you also release, and agree to indemnify, defend and hold harmless LIFT BRIDGE COWORK, its agents, owners, members and employees, from and against all claims, liabilities, losses, damages, expenses, judgments, fines and penalties based on or arising out of your negligent actions, errors and omissions, willful misconduct and fraud, breach or violation of the LIFT BRIDGE COWORK Code or otherwise suffered in connection with your participation in the LIFT BRIDGE COWORK community. 

Almost done... However, we need to remind you that you cannot assign this Agreement without the prior written consent of LIFT BRIDGE COWORK. We all agree that the Federal law, law of the State of Minnesota governs this Agreement, without regard to its conflict of law principles. And we all agree that exclusive jurisdiction and venue for all purposes under this Agreement shall be in Stillwater Minnesota and everybody consents to such jurisdiction and venue. LIFT BRIDGE COWORK may disclose any identifying information about you and your participation in the LIFT BRIDGE COWORK Community if requested by authorities in any investigation. Finally, in case someone got overzealous and it turns out that any provision or portion of this Agreement is determined to be invalid, illegal or unenforceable for any reason, in whole or in part, the remaining provisions of this Agreement shall be unaffected and shall remain in full force and effect to the fullest extent permitted by law. 

I acknowledge that I have stayed awake, read and understood the terms of this Agreement and the LIFT BRIDGE COWORK Code. I agree to be bound by this Agreement and the LIFT BRIDGE COWORK Code regarding my participation in the LIFT BRIDGE COWORK community and use of the LIFT BRIDGE COWORK Services.