Last Updated: January 18, 2018
This Rental Agreement (“Agreement”) sets forth the terms and conditions on which Sharespace, Inc. (“Sharespace”) may provide self-storage facility space to a Member (“you” or “Customer”) of the Sharespace Platform who has agreed to the Sharespace Terms of Service (“Terms”). Any capitalized terms not defined in this Agreement will have the meaning set forth in the Terms.
By using the Sharespace Platform or otherwise agreeing to the Terms electronically, Customer also agrees to this Agreement. Please take a few moments to review and understand the Agreement below.
IF YOU RESIDE IN THE UNITED STATES, PLEASE NOTE THAT SECTION 12 OF THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. IT AFFECTS HOW DISPUTES WITH SHARESPACE ARE RESOLVED. BY ACCEPTING THESE TERMS OF SERVICE, YOU AGREE TO BE BOUND BY THIS ARBITRATION CLAUSE AND CLASS ACTION WAIVER.
1. Use of Premises. Sharespace grants a limited license to Customer to use the Premises to store Stored Items for the Rental Term subject to the terms and conditions in this Agreement. CUSTOMER ACKNOWLEDGES AND AGREES THAT NO BAILMENT OR DESPOSIT OF GOODS FOR SAFEKEEPING IS INTENDED OR CREATED UNDER THIS AGREEMENT. Customer will have access to the Premises only during regular business hours and upon seven (7) days prior notice to Sharespace. Customer may not sublease the Premises.
1.1. Compliance. Customer is solely responsible for compliance with any and all laws, rules, and regulations that may apply to your use of the Premises. Customer agree at all times to comply with the Sharespace policies, including the Sharespace Storage Policy, available at this link (the “Sharespace Policies”). Customer further agrees that the Premises may not be used for the conduct of business or for human or animal habitation.
1.2. Posted Policies. There may be rules and regulations posted in a conspicuous place at the Premises, and those are made a part of this Agreement and Customer will comply at all times with such rules and regulations. Sharespace will have the right from time to time to promulgate amendments to the rules and regulations. Upon the posting of any such amendments or additions in a conspicuous place at the Premises, they will become a part of this Agreement.
1.3. Stored Item Requirements. Customer will store only personal property that belongs to Customer as Stored Items. BECAUSE THE VALUE OF THE PERSONAL PROPERTY MAY BE DIFFICULT OR IMPOSSIBLE TO ASCERTAIN, CUSTOMER AGREES THAT UNDER NO CIRCUMSTANCES WILL THE AGGREGATE VALUE OF ALL STORED ITEMS STORED AT THE PREMISES EXCEED, OR BE DEEMED TO EXCEED $1000 AND MAY BE WORTH SUBSTANTIALLY LESS THAN $1000. CUSTOMER AGREES THAT THE PREMISES ARE NOT SUITABLE TO THE STORAGE OF ITEMS OF HIGH FINANCIAL OR EMOTIONAL VALUE INCLUDING ITEMS SET FORTH IN THE SHARESPACE STORAGE POLICY. CUSTOMER AGREES THAT THE VALUE OF SUCH ITEMS WILL NOT EXCEED THE SALVAGE VALUE OF THE RAW MATERIALS OF WHICH THE ITEM IS CONSTITUTED. Upon termination of this Agreement, Customer will remove all Stored Items from the Premises unless there are unpaid charges secured by Sharespace's lien rights and will immediately deliver possession of the Premises to Sharespace in the same condition as delivered to Customer on the Move-In Date, reasonable wear and tear excepted.
1.4. Right of Access. Customer will grant Sharespace, Sharepace’s agents or the representatives of any governmental authority, including police and fire officials, access to the Premises upon prior written notice to Customer. In the event Customer will not grant access to the Premises as required, or in the event of an emergency or upon default of any of Customer’s obligations under this Agreement, Sharespace, Sharespace’s agents, or the representative of any governmental authority will have the right, but not the obligation, to enter the Premises for the purpose of examining the Premises or the contents thereof or for the purpose of making repairs or alterations to the Premises and taking such other action as may be necessary or appropriate to preserve the Premises or to comply with applicable law including any applicable local, state or federal law or regulation, or to enforce any of Sharespace’s rights. In the event of any damage or injury to the Premises arising from the negligent or deliberate act or omissions of the Customer, or for which Customer is otherwise responsible, or if Customer fails to remove all Stored Items from the Premises upon termination of this Agreement, all expenses reasonably incurred by Sharespace to repair or restore the Premises including any expense incurred in connection with any investigation of site conditions, or any clean-up, removal or restoration work required by any applicable local, state or federal law or regulation or agency regulating any hazardous or toxic substance, material or waste, shall be paid by the Customer as additional Rent and will be due upon demand by the Sharespace.
1.5. Contact Information. In the event Customer will change Customer’s address or alternate name and address, Customer will give Sharespace written notice of such change signed by Customer and specifying Customer’s current address and alternate name, address and telephone number, within ten (10) days of the change.
2. Term. The “Initial Rental Term” commences on the Move-In Date and continues for the remainder of the calendar month and the calendar month thereafter. Unless Customer gives notice of non-renewal and removes all Stored Items from the Premises, the Rental Term will renew for additional one (1) month terms. “Rental Term” means the Initial Rental Term and any renewal terms. “Rental End Date” means the last day of the calendar month in the final month of the Rental Term.
3.1. For Convenience. Customer may terminate the Rental Term for any reason or no reason immediately upon written notice to Sharespace, provided that there are no amounts owing to Sharespace and Customer is not in default of this Agreement. No monthly rent will be prorated or refunded if the termination occurs prior to the end of a calendar month. Sharespace may terminate the Rental Term for any reason or no reason upon thirty (30) days prior written notice to Customer.
3.2. For Cause. Either Customer or Sharespace may terminate the Rental Term if the other party is in material breach of the Agreement or Sharespace Policies and fails to cure that breach within five (5) days after receipt of notice. Sharespace may also terminate the Rental Term if (i) it has invoked rights under Section 6.5 of the Terms, (ii) Customer has materially breached her obligations under the Terms or the Sharespace Policies, (iii) Customer has violated applicable laws, regulations or third-party rights, (iv) in order to comply with law or regulation, or (v) if Sharespace believes in good faith that such action is reasonably necessary to protect the personal safety or property of Sharespace, its Members, or third parties.
3.3. Termination of Agreement. This Agreement will terminate when the Terms of Service between Customer and Sharespace terminate. Sections 4, 5, 6, 7, 8, 9, 10, 11, 12, 15, and 16 will survive termination of this Agreement.
4.1. Rent. Customer will pay Sharespace as monthly “Rent” either (a) the amount agreed by Customer at the time it made the Booking with the Sharespace, or (b) if Customer’s Stored Items are moved to the Premises due to a condition in the Terms, the amount agreed by Customer at the time it made the Booking with its prior Host. For the Initial Rental Term, the Rent may be prorated based on the Move-In Date. Customer must pay the Rent for the Initial Rental Term in advance. Customer must pay Rent for each monthly renewal term of the Rental Term in advance. All Rent is non-refundable and not subject to set-off. The Rent may be adjusted by Sharespace upon thirty (30) days prior written notice to Customer. Further details regarding payment of Rent and Additional Fees are set forth in the Terms where payment of Rent and Additional Fees to Sharespace will be treated as payment of Fees. Any breach of Customer’s obligations to pay Fees under the Terms will be a breach of this Agreement.
4.2. Additional Fees. Sharespace may charge Customers administrative and penalty fees (“Additional Fees”) as further set forth in the Sharespace Fee Schedule.
5. Lien on Stored Items. ALL STORED ITEMS STORED ON THE PREMISES WILL BE SUBJECT TO A CLAIM OF LIEN IN FAVOR OF SHARESPACE TO SECURE THE PAYMENT OF RENT AND OTHER FEES AND CHARGES. IF ANY PART OF THE RENT OR OTHER FEES OR CHARGES DUE UNDER THIS AGREEMENT REMAIN UNPAID FOR TEN (10) CONSECUTIVE DAYS FOLLOWING NOTICE BY SHARESPACE, SHARESPACE MAY ENFORCE THE LIEN AND DENY CUSTOMER ACCESS TO THE PREMISES. ALL STORED ITEMS, EXCEPT BOXES CLEARLY LABELED “PERSONAL PAPERS” OR “PERSONAL EFFECTS” MAY BE SOLD BY SHARESPACE TO SATISFY THE LIEN IF THE RENT OR OTHER FEES OR CHARGES DUE UNDER THIS AGREEMENT REMAIN UNPAID FOR FIFTEEN (15) CONSECUTIVE DAYS (OR SUCH OTHER SHORTEST PERIOD OF TIME ALLOWABLE BY LAW), OR IT MAY BE DISPOSED OF IN ANOTHER MANNER IF ALLOWED BY LOCAL LAW. CUSTOMER AGREES TO LABEL ANY BOXES CONTAINING PERSONAL PAPERS OR PERSONAL EFFECTS AS SUCH. CUSTOMER ACKNOWLEDGES THAT SHE HAS READ, UNDERSTANDS, AND AGREES TO THE PROVISIONS IN THIS PARAGRAPH. THE RIGHTS GRANTED TO SHARESPACE UNDER THIS PARAGRAPH WILL BE IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER RIGHTS SHARESPACE HAS UNDER THIS RENTAL AGREEMENT OR APPLICABLE LAW.
6. Abandonment. Any Stored Items of Customer which remain at the Premises after the Rental End Date (other than the termination of this Agreement while a default by Customer exists) will be considered abandoned and Sharespace may sell, destroy, or otherwise dispose of Customer’s Stored Items. Nothing in this Agreement will be construed as imposing a duty on Sharespace to store or safeguard Stored Items abandoned after the Rental End Date.
7. Insurance and Risk of Loss. ALL STORED ITEMS ARE STORED BY CUSTOMER CUSTOMER’S SOLE RISK. INSURANCE IS CUSTOMER'S SOLE RESPONSIBILITY. CUSTOMER UNDERSTANDS THAT SHARESPACE WILL NOT INSURE CUSTOMER'S PERSONAL PROPERTY AND THAT OCCUPANT IS OBLIGATED UNDER THE TERMS OF THIS AGREEMENT TO INSURE HIS OWN STORED ITEMS. To the extent Customer’s insurance lapses or Customer does not obtain insurance coverage for the full value of Customer's personal property stored in or on the Premises, Customer agrees Customer will personally assume all risk of loss. SHARESPACE AND SHARESPACE’S AFFILIATES AND ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (“SHARESPACE PARTIES”) WILL NOT BE RESPONSIBLE FOR ANY LOSS, LIABILITY, CLAIM, EXPENSE, OR DAMAGE TO STORED ITEMS THAT COULD HAVE BEEN INSURED, INCLUDING FROM THE ACTS, OMISSIONS, OR NEGLIGENCE OF THE SHARESPACE PARTIES (“RELEASED CLAIMS”). Customer waives any rights of recovery against and releases Sharespace Parties for the Released Claims, and Customer expressly agrees that the carrier of any insurance obtained by Customer will not be subrogated to any claim of Customer against Sharespace Parties. The provisions of this paragraph will not limit the limitations of liability in Section 10. If Customer is a California resident, Customer waives California Civil Code Section 1542 which provides: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” If Customer is not a California resident, Customer waives her rights under any statute or common law principle similar to Section 1542 that governs her rights in the jurisdiction of her residence.
8. Warranty Disclaimer. CUSTOMER’S USE OF THE PREMISES IS AT CUSTOMER’S OWN RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, SHARESPACE, ITS AFFILIATES, SUPPLIERS, AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, ABOUT THE PREMISES. THE PREMISES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” SHARESPACE DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OR TRADE. SHARESPACE MAKES NO WARRANTY REGARDING THE CONDITION, SAFETY, OR SECURITY OF THE PREMISES. CUSTOMER ACKNOWLEDGES THAT IT HAS THE RIGHT TO INSPECT THE PREMISES AND TERMINATE THIS AGREEMENT IF THE PREMISES DO NOT MEET CUSTOMER’S CONDITIONS. To the extent some countries have laws requiring the application of local law, the provisions of this section may not apply to you.
9. Indemnity. Customer agrees to defend, indemnify, and hold Sharespace and its affiliates and its and their officers, directors, employees and agents harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with Customer’s breach of this Agreement or use of the Premises, including claims of injury or loss by Customer’s visitors or invitees.
10. Limitation on Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, SHARESPACE AND ITS AFFILIATES, SUPPLIERS, AND DISTRIBUTORS WILL NOT BE LIABLE TO CUSTOMER FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, (B) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, OR SERVICE INTERRUPTION, OR THE COST OF SUBSTITUTE SERVICES, OR (C) DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH (I) THIS AGREEMENT, (II) USE OF THE PREMISES, OR (III) THE STORED ITEMS, REGARDLESS OF THE LEGAL THEORY AND REGARDLESS OF WHETHER SHARESPACE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF A LIMITED REMEDY SET FORTH IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. TO THE FULLEST EXTENT PERMITTED BY LAW, AND IN VIEW OF THE LIMITATION ON THE VALUE OF THE STORED ITEMS AS SET FORTH IN THIS AGREEMENT, IN NO EVENT WILL SHARESPACE’S AND ITS AFFILIATES’, SUPPLIERS’, AND DISTRIBUTORS’ AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH (A) THIS AGREEMENT, (B) USE OF THE PREMISES, OR (C) THE STORED ITEMS, EXCEED $1000. To the extent some countries have laws requiring the application of local law, the provisions of this section may not apply to you
11. Disputes with Sharespace
11.1. Informal Resolution. Sharespace wants to address your concerns without needing a formal legal case. Before filing a claim against Sharespace, Customer agrees to try to resolve the dispute informally by contacting email@example.com. Sharespace will try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or Sharespace may bring a formal proceeding.
11.2. Governing Law. This Agreement will be governed by California law except for its conflicts of laws principles. However, some countries (including those in the European Union) have laws that require agreements to be governed by the local laws of the consumer's country. This paragraph doesn't override those laws.
11.3. Venue. Customer and Sharespace agree that any judicial proceeding to resolve claims relating to this Agreement will be brought in the federal or state courts of San Francisco County, California, subject to the mandatory arbitration provisions below. Both Customer and Sharespace consent to venue and personal jurisdiction in such courts. If Customer reside in a country (for example, European Union member states) with laws that give consumers the right to bring disputes in their local courts, this paragraph doesn't affect those requirements.
12.1. Agreement to Arbitrate. If Customer is a United States resident (including its possessions and territories), Customer and Sharespace agree that any claims between Customer and Sharespace relating in any way to this Agreement will be determined by binding arbitration, except as set forth in the Exceptions to Arbitration section below. Customer’s agreement to arbitrate disputes includes disputes arising out of or relating to the interpretation or application of this Arbitration section, including its enforceability, revocability, and validity.
12.2. Arbitration Procedures. The arbitration will be administered under the Commercial Arbitration Rules (“AAA Rules”) of the American Arbitration Association (“AAA”) with a single arbitrator. The arbitration will be held in the United States county where you live, San Francisco, California, or any other location we agree to.
12.3. Arbitration Fees. The AAA Rules will govern the payment of all filing, administration, and arbitrator fees. If your claim is for less than US$10,000, the parties may mutually agree to a telephonic hearing. If you receive an arbitration award that is more favorable than any offer Sharespace made to resolve the claim (or if Sharespace did not make an offer), Sharespace will pay you $100 in addition to the award. Sharespace will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that Customer’s claim is frivolous.
12.4. Exceptions to Arbitration. Customer and Sharespace may bring claims in a small claim court action in the United States county where Customer lives or San Francisco, CA. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Premises, intellectual property infringement, or imminent danger or commission of a crime without first engaging in arbitration.
12.5. No Class Actions. CUSTOMER AGREES THAT CUSTOMER WILL ONLY BRING CLAIMS AGAINST SHARESPACE IN HER INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person’s claims with Customer’s claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific paragraph is held unenforceable, then the entirety of the “Arbitration” section will be deemed void.
13. Modification of the Agreement. Sharespace may modify this Agreement periodically to reflect changes to the law, changes to the Premises, or to better communicate with you. If an update affects your rental of the Premises, we will notify you prior to the update’s effective date (except for changes due to legal or regulatory reasons which may be effective immediately). Otherwise, updates will be effective as of the date posted on Sharespace’s website. If you do not agree to the modified Agreement for the rental of the Premises, you should discontinue your rental of the Premises. Your continued rental of the Premises constitutes acceptance of the modified Agreement.
14. Force Majeure. Sharespace will not be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of war or terrorism, labor disputes, governmental action, utilities failures, and Internet disturbance) that was beyond its reasonable control.
15. Miscellaneous. Except as supplemented by documents or policies referenced herein, this Agreement constitute the entire agreement between Customer and the Sharespace with respect to the subject matter of this Agreement and supersedes any prior or contemporaneous agreements regarding the rental of the Premises. If any provision of this Agreement is held to be unenforceable, the remaining portion of the Agreement will remain in full force and effect and the unenforceable provision will be substituted with an enforceable provision to reflect the intent of the original as closely as possible. This Agreement creates no third-party beneficiary rights. Sharespace’s failure to enforce a provision is not a waiver of its right to do so. Any waiver of any right must be in writing and signed by an authorized representative of Sharespace. Customer may not assign or transfer its rights or obligations under this Agreement without Sharespace’s prior written consent. Sharespace may assign or transfer this Agreement, in whole or in part, at Sharespace’s discretion. Customer consents to receive all notices regarding this Agreement electronically at the email address associated with your Sharespace Account, and Customer agrees the notice will be deemed received on the date sent. Notices to Sharespace with respect to accessing the Premises or terminating the Rental Term must be provided within the Sharespace Services. Other notices to Sharespace must be sent to firstname.lastname@example.org.
16.1. “Premises” means rentable square feet of space located at a location provided to Customer prior to the Move-In Date.
16.2. ”Move-In Date” means (a) the date Customer schedules Sharespace to deliver possession of the Premises to Customer or (b) the date Customer’s Stored Items are moved to the Premises due to a condition in the Terms.
16.3. “Stored Items” means the property stored by Customer at the Premises.