ICE MEMBERSHIPS TERMS AND CONDITIONS - Welsh ICE

ICE MEMBERSHIPS TERMS AND CONDITIONS

BACKGROUND:
1. The Member is of the opinion that ICE has the necessary qualifications, experience and abilities to provide services to the Member.
2. ICE is agreeable to providing such services to the Member, and the Member is agreeing to become a ‘Full Member’ of ICE, on the terms and conditions set out in this Agreement.
The Innovation Centre for Enterprise in Wales Limited, registered in England and Wales with company number 08034689, based at Britannia House, Caerphilly Business Park, Van Road, Caerphilly, CF83 3GG(“ICE”)
1. Introduction

This agreement sets out the following document is addressed to the Member and describes:

• An overview of ICE.
• Responsibilities of the Member.
• The characteristics of ICE ‘Full Membership’ in general terms.
• Additional benefits available to the Member.
• Additional charges.
• Termination of this Agreement.
• Security and access arrangements at the Centre.
• The procedure for dealing with complaints by Members.
• Charges for Members and payment terms.
The policy document will be subject to regular review by the management team of ICE.
2. Centre

ICE’s innovation centre is located at Britannia House and the lodge based at Caerphilly Business Park, Van Road, Caerphilly CF83 3GG (“Centre”). The Centre is in total 20,000ft² with an onsite restaurant and parking
ICE permits the Member to Hot Desk at the Centre, along with use of the communal areas of the Centre, and the Member agrees that:-

• It shall occupy its designated area of the Centre as a licensee and that no relationship of landlord and tenant is created between ICE and the Member.
• The licence to occupy granted by this clause 2 is personal to the Member, is not assignable, may only be exercised by the Member and its employees and shall terminate with the Agreement. and
• ICE shall be entitled at any time to require the Member to transfer to alternative area elsewhere within the Centre and the Member shall comply with such requirement.
• Members must ask permission from Site coordinator or Community Manager if they wish to adapt/renovate/decorate their office, corridors and office door. Only when they have written permission via email will this be allowed. Any works carried out by contractors must be arranged with ICE using ICE approved contractors.
• The member must ensure all works carried out are reversed at cost to member prior to the end of their membership.
3. Responsibilities of the Member

By signing this Agreement, the Member agrees to:-

• fully comply with the policies and procedures of ICE from time to time (copies of which are available on request from iceangels@Welshice.org)
• Be mindful of security of the other members of ICE.
• Respect each member and help support their growth where possible.
• Respect of common areas of the Centre and community facebook page.
• Be responsible for all relevant insurance cover required in relation to the running of its business.
• All membership fees, rent and additional charges to be paid within terms.
• The member agrees to keep their office up to fire/health and safety standards and will need to have a fire warden and H&S officer assigned from their staff for their office trained at cost to member.
4. Membership

By signing this agreeing to these terms and conditio we will provide to you:

• Hot desk facility, fully serviced, including rates and utilities For virtual/ice50. fixed desk option for monthly desk and an office for office memberships previously agreed with member.
• Registered address for hub specific memberships
• The opportunity to present your business in a professional manner by association with ICE.
• A profile on relevant directory.
• Fair usage mail handling. (hub specific and Hero and above for ice.community)
• A phone and number on option chosen at point of joining. (hub specific)
• Access to on site broadband for all hub specific memberships but not for ice.community membership packages (subject to the terms and conditions of the broadband usage which is available from ICE).
• Access to mentor support and regular events.
5. Additional Benefits

You will be eligible to receive a discount on some of the additional services and facilities provided by ICE including:-

• Meeting rooms.
• Restaurant services.
• Event management,
• Postal services
• 8.30am – 5.30pm on site reception cover (9am – 1pm on Saturdays)
and full details of these additional services and facilities are available on request from ICE.

6. Additional Charges

The following charges are in addition to the membership fee payable under clause 10 below:-
• Photocopying.
• Stationery.
• Postage.
• Additional phone or line charges.
• Meeting/Training room hire.
• Lost or additional access cards for the Centre.
• Tea and coffee club
• A call out fee of £50.00 should alarm be falsely activated by the member
7. Joining Process and Criteria

ICE considers applications from all organisations, businesses and entrepreneurs and the Member has been selected for ‘Monthly Desk Membership’ of ICE on the basis of:

• Its willingness to succeed.
• The quality of its idea.
• Its awareness of its target market.
• Its openness to support, advice and direction from ICE’s onsite services.
• Its willingness to support the other members at the Centre. and
• Its social awareness.
• Funded memberships (ICE 50) must be in pre-start phase . Defined by Welsh government and Business Wales as
“It’s not currently trading – i.e no money has been made through business activities, and no invoices have been sent.

They may have already registered with companies house, but have yet to begin formally trading with professional customers.

BW acknowledge that a period of “test trading” may have begun with friends and family, and this is normally not classified as professionally trading.”
ICE reserves the right to terminate this Agreement with immediate effect by giving written notice to the Member if, in ICE’s reasonable opinion, the Member has stopped meeting any of these criteria.

When joining ICE with an ‘Office Membership’ You will need to complete an inventory of your new office once this is done photos will be taken and sent to you for approval. You will need to sign those and email them back to us confirming you’re happy with office standard prior to moving in.
8. Security and Access Arrangements at the Centre

The Member will have access to the Centre from Monday to Friday between 8am and 7pm with controlled access card system. Any access to the Centre required out of these hours can be requested from ICE and the Member must follow lock up procedures available from ICE. Member must sign and complete an ICE induction and declaration.
9. The Procedure for Dealing with Complaints by Members

All complaints are to be sent to the iceangels@welshice.org and will be dealt with in line with our customer complaints procedure. The complaints procedure will only come into force if the ice reception team are not able to resolve the issue and a manager needs to take over. If this is the case the Community manager will deal with the complaint in line with our customer complaints procedure.
10. Charges and payment Terms

All membership fees are payable in advance. Payments must be made within 14 days from date of invoice via BACS payment or Direct Debit paid in advance. Payment of membership and other fees are the responsibility of the Member.
11. Funding Support

An amount of £160incl VAT per month will be contributed to membership cost for 12 months for ‘ICE50 part funded Monthly desk membership’. The remaining £20.00 is payable by the member via Direct debit paid in advance. After the 12 month membership period the member will be responsible for the full cost of membership. The membership will auto renew on a postal only membership when funding runs out. An email reminder of this will be sent to you 1 month prior to your autorenewal on postal only (cost £18pcm). If you wish to continue with all the benefits included in the funded membership then please contact us after you receive your notice of auto renew e mail and we will ensure the correct membership is renewed for you.

Funding is provided on the condition that all relevant forms are filled out at the start and end of funding. ICE is subject to review by the funder and may need to contact you periodically within 13 years of funding being received. This is part of your funding agreement and allows us to track how funding has impacted you for our data. You must allow ICE to carry out any research needed on your business in future.
11. Termination

1-3 months’ notice period, depending on membership level, must be given by either party to cancel the Member’s membership of ICE. Cancellations must be made in writing or via e mail to iceangels@eelshice.org with accounts@welshice.org cc’d in and the notice period will be from receipt of this e mail or letter being received. (monthly desk and office membership is 3 month all other memberships is 1 month)
For office members when you wish to cancel you must book a move out date and inspection with Site coordinator or Community Manager to asses the current state of the office compared to photos mentioned in clause 7. If works need doing a quote will be arranged with relevant contractors and the member is liable for these repairs to get the office back to the standard in the photographs from the inventory.

ICE reserves the right to cancel your membership with immediate notice in writing if:-

• The Member commits a breach of this Agreement or its membership of ICE.
• the Member ceases to trade or (as applicable) is subject of a voluntary arrangement with its creditors, is unable to pay its debts as they fall due, has a receiver appointed in respect of all or any part of its Business or (being an individual) is the subject of a bankruptcy petition or order, dies or, by reason of illness or incapacity, is incapable of managing his own affairs. or
• ICE, at its sole discretion, considers termination to be in the interest of the wider community at the Centre.

Upon termination of this Agreement the Member will be required to settle all outstanding financial obligations, and any prepayment will be refunded where due, or used to service ICE debt at the discretion of ICE. It is the responsibility of the Member to clear workspace/office before termination of this Agreement.

The Member will pay to ICE on demand an amount equal to all costs, losses or expenses (including legal and other professional fees) resulting from any breach or non-performance by the Member of any of its obligations under this Agreement. This provision of clause 14 shall survive termination of this Agreement.
12. Liability

Save as excluded by law, ICE shall under no circumstances whatsoever be liable to the Member for any loss of profit, or any indirect or consequential loss arising under or in connection with this Agreement and ICE’s total liability to the Member in respect of all other losses howsoever arising shall in no circumstances exceed the fees paid by the Member under clause 10 at the date that such liability arises.
Except as set out in this Agreement, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this Agreement and this clause 16 shall survive termination of this Agreement.
13. General

ICE may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights under this Agreement to any third party.

If a court or any other competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected.

A person who is not a party to these Terms and Conditions shall not have any rights under or in connection with them and any variation, including the introduction of any additional terms and conditions, to this Agreement shall only be binding when agreed in writing and signed by ICE.

This Agreement, and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, English and Welsh law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.
Head Office and Registered Office: Britannia House, Caerphilly Business Park, Van Road, Caerphilly CF83 3GG | www.welshice.org
Telephone: 029 20140040 | Twitter: @welsh_ice | Facebook: /welshice
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