Dispatch 2800 LLC
The individual or entity who books and/or pays for the use of the Space ("Licensee"), regardless of whether the Licensee is present during the use of the Space.
Licensor hereby grants to Licensee a license to use and occupy (i) the co-working facilities (the "Space"); and (ii) together with Licensor and its employees and invitees and other licensees of space in the Building, and the common areas and shared facilities in the Building excluding spaces that need to be reserved. The common areas may be changed, relocated, altered, eliminated or otherwise modified at any time during the Term without the consent of, or notice to, Licensee. The right to parking is not provided under this Agreement. Licensor may also make changes to the common areas, services and shared facilities from time to time during the Term including, without limitation, removal of all or portions of the common areas, services and shared facilities without your consent or notice to you.
The Space shall be used by Licensee for general office purposes only (the "License Purpose"). Licensee shall not use, or permit the use of, the Space or any part thereof in any manner that (a) would violate any of the covenants, agreements, terms, provisions or conditions of this License (including, without limitation, Section 3 hereof), (b) may be dangerous to persons or property (including, without limitation, the keeping of any hazardous, combustible, flammable or explosive substances in the Space), or (c) would disrupt, adversely affect or interfere.
Licensor shall maintain and perform any and all repairs necessary to maintain the Space. Licensee is responsible for any damage to the Building, Space or furnishings, caused by its agents, guests, contractors, employees, or any and all other invitees.
During the Term, Licensor shall be responsible for the payment of water, sewer, gas, heat, electric and all other utilities and services supplied to the Space at Licensor's sole and absolute discretion, together with any taxes thereon.
Licensor is not required to provide Licensee with signage or list Licensee on the intercom access control system for the Building.
Acceptance of mail and deliveries will be provided on behalf of Licensee's business during Regular Business Hours on Regular Business Days; provided Licensor is not liable for any mail or packages received without Licensor's employee's signature indicating acceptance or should Licensee use our mail and delivery services for fraudulent or unlawful purposes. Licensee is required to complete any and all required compliance paperwork per United States Postal Service standards prior to receiving any mail or packages at the Building address.
Meeting Rooms and Private Team Offices shall be available to Licensee on a reservation basis. Licensee shall not exceed the established maximum occupancy within any Meeting Room or Private Team Office and are to be used for business and professional purposes. Licensee agrees to pay Meeting Room and Private Team Office fees as additional fees. Licensee shall use the scheduling program for all reservations as designated by Licensor.
This License includes reasonable access to and from the Space through the common areas of the Building during standard hours of operation, Monday through Friday 8 AM to 6 PM excluding nationally recognized holidays. Licensee will be assigned credentials for entry into the Building and access to the Space. Use of the Space is not intended to be a replacement for a full-time workspace and all workspaces must be cleared at the end of each day. Licensee is solely responsible for Licensee's belongings in the Space at all times. Licensor is not responsible for any property that is left unattended. Should Licensee use more than Licensee's Membership Plan entitles, Licensor will charge Licensee an additional fee.
The parties hereby acknowledge and agree that (i) Licensee's use of the Space shall not constitute a tenancy of any kind, (ii) this License is not a lease or sublease, and Licensee is granted no leasehold or other real property interest in the Space, and (iii) this License is non-exclusive.
Except as provided herein, Licensor is providing its Space to the Licensee "as is," and Licensor disclaims any and all other representations and warranties with respect to the Space or Building, whether express or implied, including implied warranties of title, merchantability, fitness for a particular purpose or non-infringement. Licensor cannot and does not guarantee and does not promise to Licensee, any specific results from use of the Space or Building. Licensor does not represent or warrant that the Space or Building will meet Licensee's requirements; that the Space or Building meets applicable legal standards or is safe and suitable for Licensee's intended use.
Licensor shall deliver, and Licensee agrees to accept, the Space in its present "as is" condition. Licensee acknowledges that (a) Licensor has made no representation or warranty regarding the condition of the Building or the Space, or the suitability or fitness of the Building or the Space for the conduct of the License Purpose (as hereinafter defined) or any other purpose, and (b) Licensor has no obligation to perform or pay for any improvements, alterations or repairs (or to provide an allowance for any improvements, alterations or repairs) to prepare the Space for Licensee's use and occupancy.
Rules & Regulations, which are incorporated into these terms and conditions, are primarily in place and enforced to ensure that all Licensees, their registered agents, employees or invitees have a professional environment to work in.
Licensor is entitled to access common areas, with or without notice, in connection with Licensor's provision of the services, for safety or emergency purposes or for any other purposes. Licensor may move or remove furniture contained in common areas. Licensor reserves the right to alter common areas. Licensor may also modify or reduce the list of services or furnishings provided in the common areas at any time. Services may be provided by Licensor, an affiliate or a third party.
Upon execution of this Agreement, Licensee agrees to pay the Initiation Fee, if any.
Licensee agrees to pay the Monthly License Fee and Additional Expenses, if any, on or before the 1st day of each month. If Licensor does not receive the License Fee on or before the 5th day after the date the payment is due, Licensee shall pay to Licensor, as additional fees, a late fee of twelve percent (12%) of the total amount due.
Licensor will send or otherwise provide invoices and other billing-related documents, information and notices to the Authorized Signatory, unless a different Billing Contact is indicated by writing. Change of the Billing Contact will require notice from the Authorized Signatory in accordance with this Agreement.
Payment accepted of all amounts specified in this Agreement will be solely by direct withdrawal from a bank account or credit card. If payment is via direct withdrawal, Licensee is required to maintain sufficient money in a bank account to pay the fees described in this Agreement and to inform Licensor promptly of any changes to the account. If Licensee elects to pay via credit card, Licensee is required to inform Licensor promptly of any changes to the credit card information and must ensure that Licensee replaces such credit card and update the relevant information prior to its expiration date. Only a single checking, savings or credit card account may be used at any given time to make payments under this Agreement. If payment via credit card fails on two occasions, Licensor may require payments be made via direct withdrawal.
If Licensee fails to pay any amounts which at any time becomes due to Licensor under any provision of this License Agreement as and when the same becomes due hereunder, and such failure continues for ten (10) days after the due date for such payment, then Licensee shall pay to Licensor interest on such overdue amounts from the date due until paid at an annual rate which equals the lesser of (i) twelve percent (12%) or (ii) the highest rate then permitted by law.
Funds provided will first be applied to any balances which are in arrears and to the earliest month due first. Once past balances are satisfied, any remaining portion of funds will be applied to current fees due. If any payments remain outstanding after notice to Licensee, Licensor may, in our sole discretion, withhold services or terminate this Agreement in accordance with Section 3.
There are no refunds of any fees or other amounts paid by Licensee or its Registered Agents in connection with the services.
The Term of this License shall commence on the license commencement (the "Start Date") and shall expire on the license expiration defined in the table above (the "End Date"), unless sooner terminated or revoked by Licensor pursuant to the terms and conditions hereof.
The Term will renew automatically for successive periods equal to the current term until brought to an end by Licensee or Licensor. All periods shall run to the last day of the month in which they would otherwise expire. The fees on any renewal will be at the then prevailing market rate. If licensee does not wish for an agreement to renew then licensee can cancel it easily with effect from the end date stated in the agreement, or at the end of any extension or renewal period, by giving licensor prior written notice.
THE NOTICE PERIODS REQUIRED ARE AS FOLLOWS:
Licensor may terminate or revoke this License at will, with or without cause, at any time, by delivering written notice to Licensee at least ten (10) days prior to the termination date specified in such notice.
Licensee shall be in default under this License if:
For defaults unrelated to payment, illegal activities, and disruptive or harassing behavior, Licensee will be given written notice of the default and will have ten (10) days to cure the default.
In the event Licensee shall be in default under this License, Licensor shall have the right to (a) terminate this License and withdraw the permission hereby granted to Licensee to use the Space, upon written notice to Licensee; (b) remove all persons and personal property from the Space and (c) exercise any and all rights under applicable law, none of which shall be deemed waived pursuant to any provision of this License. In addition to Licensor's termination rights under this Section, in the event of any default or breach by Licensee under this License beyond any applicable notice and cure period, Licensor shall be entitled to any and all rights and remedies to which it is entitled at law or in equity, and Licensee hereby agrees that in the event of any such action or proceeding for the purpose of enforcing Licensor's right hereunder, Licensee shall be responsible for the payment of all actual costs and expenses of recovering any sums due and owing pursuant to this License, including reasonable attorneys' fees. All rights and remedies of Licensor under this License shall be cumulative. The provisions contained in this Section shall survive the expiration or earlier termination of this License.
Prior to the termination or expiration of this Agreement, Licensee will remove all property from the Space and Building. After providing Licensee with reasonable notice, Licensor will be entitled to dispose of any property remaining in the Space or Building after the termination or expiration of this Agreement and will not have any obligation to store such property, and Licensee will waive any claims or demands regarding such property or Licensor's handling of such property. Licensee will be responsible for paying any fees reasonably incurred by Licensor regarding such removal.
Upon expiration or termination of this Agreement, Licensee must notify all parties with whom it conducts business of its change of address. Licensee agrees to file a Change of Address form with the United States Postal Service within seven (7) days of end of expiration or termination of License. Licensor will hold Licensee's mail for pick up by Licensee at the Space for up to thirty (30) days and shall initiate a Return to Sender for any mail or packages delivered to the Building thereafter.
In no event will Licensor or their respective directors, employees, agents, affiliates or suppliers be liable to Licensee or any party claiming through Licensee, for any indirect, consequential, exemplary, incidental, special or punitive damages, including for any lost profits, lost data, personal injury or property damage, of any nature whatsoever, arising from the Licensee's use of the Space or the Building, or Licensee's use of the Space, even if the Licensor is aware or has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, and to the maximum extent permitted by applicable law, Licensor's liability to Licensee or any party claiming through Licensee, for any cause whatsoever, and regardless of the form of the action, is limited to the amount paid for the Space, in the 12 months prior to the initial action giving rise to liability. This is an aggregate limit. The existence of more than one claim hereunder will not increase this limit.
To the extent permitted by law, the Licensee, employees, agents, guests, and invitees, waive any and all claims and rights against Licensor at the Space and its affiliates and successors and each of Licensor's employees, assignees, officers, agents and directors (collectively, the "Labour Temple Parties") resulting from injury or damage to, or destruction, theft, or loss of, any property, person or pet.
In order to utilize all the functionalities offered by Licensor, it may be necessary to install software onto your computer, tablet, mobile device or other electronic equipment. In addition, from time to time, at a Licensee's request, Licensor or an affiliate, or Licensor's agent or service provider, may help troubleshoot problems a Licensee may have in trying to access certain functionalities, such as printing or accessing the Internet. Regarding the foregoing, Licensee agrees that Licensor and its affiliates: are not responsible for any damage to any Licensee's computer, tablet, mobile device or other electronic equipment, or otherwise to Licensee's system, related to such technical support or downloading and installation of any software; do not assume any liability or warranty in the event that any manufacturer warranties are voided; and do not offer any verbal or written warranty, either expressed or implied, regarding the success of any technical support.
To the extent not arising or resulting from the gross negligence or willful misconduct of Licensor, its employees or agents, Licensee hereby agrees to indemnify, defend and hold harmless Licensor, its officers, directors, employees, affiliates, agents, successors and assigns, from and against any and all demands, claims, causes of action, fines, penalties, damages, liabilities, judgments and expenses, including, without limitation, reasonable attorneys' fees, incurred in connection with or arising from (i) the use or occupancy of the Space or exercise of any rights granted in this License by Licensee or any person claiming under Licensee; (ii) any acts or omissions of Licensee or any person claiming under Licensee; and (iii) any breach, violation, or non-performance by Licensee or any person claiming under Licensee, of any term, covenant, or provision of this License or any law, ordinance or governmental requirement of any kind. If any action or proceeding is brought against Licensor by reason of any such claim for which Licensee has indemnified (or is required to indemnify) Licensor, Licensee, upon notice from Licensor, shall defend the same at Licensee's expense with counsel satisfactory to Licensor in its sole discretion. The indemnity provisions contained in this section shall survive the expiration or earlier termination of this License.
Licensee has the risk of loss with respect to any of its personal property. Licensee, at its sole discretion, is responsible for insuring its personal property against all risk. Licensee waives any and all rights of recovery against Licensor, or against Licensor's officers, directors, shareholders, managers, members, employees, agents and representatives, for loss of or damage to its property or the property of others under its control. It is Licensee's responsibility to arrange insurance for property which Licensee brings into the Building, for any mail Licensee sends or receives and for Licensee's own liability to its employees and to third parties. Licensor strongly recommend that Licensee put such insurance in place.
Licensee shall vacate and surrender the Space and the Building on or before the Expiration Date (or earlier termination date) and shall leave the Space clean and in as good condition as it was in on the Commencement Date. Any and all personal property of Licensee or its employees or agents shall be removed from the Space and any and all property issued to Licensee or its employees or agents by Licensor (including, without limitation, identification badges and keys to the Space) shall be returned to Licensor upon the effective date of the termination of this License. In the event of Licensee's failure to comply with the foregoing, Licensor shall be entitled to any and all rights and remedies against Licensee available at law or in equity. The personal property not removed from the Space shall be deemed abandoned by Licensee. In the event of abandonment of the personal property as contemplated hereunder, (a) the personal property may be retained by Licensor as its personal property, (b) the personal property may be disposed of in any manner deemed appropriate by Licensor without compensation to Licensee or any other party, and/or (c) Licensor shall have no obligation to Licensee, monetary or otherwise, in connection with the abandoned personal property or Licensor's removal or disposal thereof.
We do not control and are not responsible for the actions of other Licensees, or any other third parties. If a dispute arises between Licensees or their invitees or guests, we shall have no responsibility or obligation to participate, mediate or indemnify any party.
You acknowledge that this Agreement is not a lease or any other interest in real property. It is a contractual arrangement that creates a revocable license. The parties do not intend to create a lease or any other interest in real property for the benefit of Licensee through this Agreement. The Licensor retains legal possession and control of the Space assigned to Licensee. The Licensor's obligation to provide space and services to Licensee is subject, in all respects, to the terms of the Licensor's lease with the Licensor's landlord, if applicable. This Agreement and the License granted hereunder shall terminate simultaneously with the termination of the Licensor's master lease or the termination of the operation of the Licensor for any reason at no cost or penalty to Licensor. You do not have any rights under the Licensor's lease with its landlord, if applicable. When this Agreement expires or is earlier terminated, your License to occupy the Space shall automatically be revoked. Licensee agrees to remove personal property and leave the Space as of the date of such expiration or termination.
Any liability of Licensor under this License shall be limited to its interest in the Space, and in no event shall any personal liability be asserted against Licensor, its employees, officers, agents, shareholders, parties, directors, advisors, representatives, successors or assigns in connection with this License. Absent the gross negligence or willful misconduct of Licensor, its agents, employees, successors or assigns, Licensor shall not be liable to Licensee for any injury or damage to Licensee or to any other person or for any damage to, or loss (by theft or otherwise) of, any property of Licensee or of any other person, irrespective of the cause of such injury, damage or loss.
Dogs are permitted in the Building and are registered with the Licensor. Except in the case of a Service Animal, Licensee will not bring a dog in the Space at any time.
This License shall be governed by, and construed in accordance with, the laws of the State of Washington (without regard to principles of conflicts of laws).
Except that either party may seek equitable or similar relief from any court of competent jurisdiction, any dispute, controversy or claim arising out of or in relation to this Agreement, or at law, or the breach, termination or invalidity of this Agreement, that cannot be settled amicably by agreement of the parties to this Agreement shall be finally settled in accordance with the arbitration rules of JAMS then in force, by one or more arbitrators appointed in accordance with said rules. The place of arbitration shall be Seattle, Washington, U.S.A.
The proceedings shall be confidential. The award rendered shall be final and binding on both parties. Judgment on the award may be entered in any court of competent jurisdiction. In any action, suit or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover, in addition to any other relief awarded, the prevailing party's reasonable attorneys' fees and other fees, costs and expenses of every kind in connection with the action, suit or proceeding, any appeal or petition for review, the collection of any award or the enforcement of any order, as determined by the arbitrator(s) or court, as applicable.
Any proceeding to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither party will seek to have any dispute heard as a class action or in any proceeding in which either party acts or proposes to act in a representative capacity. No proceeding will be combined with another without the prior written consent of all parties to all affected proceedings. The parties also agree not to participate in claims brought in a private attorney general or representative capacity, or any consolidated claims involving another person's account, if we are a party to the proceeding. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.
This License shall be deemed effective only upon execution and delivery by all parties hereto.
No failure by Licensor or Licensee to insist upon the strict performance of any term or condition of this License or to exercise any right or remedy available for a breach thereof, and no payment by Licensee or acceptance by Licensor of full or partial payment during the continuance of any such breach, shall constitute a waiver of any such breach of any such term or condition. No term or condition of this License required to be performed or observed by a party, and no such breach thereof, shall be waived, altered or modified, except by a written instrument executed by the other party. No waiver of any breach shall affect or alter any term or condition of this License and each such term and condition shall continue in full force and effect with respect to any other then existing or subsequent breach thereof.
This License and the rights created hereby shall be subject and subordinate to any and all liens, encumbrances, mortgages, deeds of trusts and/or ground leases which may now or hereafter encumber the Space, the Building or the land underlying the Building, and to any and all renewals, extensions, modifications or refinancings thereof.
Each provision of this Agreement shall be considered separable. To the extent that any provision of this Agreement is prohibited, this Agreement shall be considered amended to the smallest degree possible in order to make the Agreement effective under applicable law.
This License may not be modified, amended or changed except by written instrument signed by all the parties hereto.
In the event a dispute arises under this Agreement, Licensee agrees to submit the dispute to mediation. If mediation does not resolve the dispute, Licensee agrees that the matter will be submitted to arbitration under the rules of the American Arbitration Association in Seattle. The decision of the arbitrator will be binding on the parties. The non-prevailing party, as determined by the arbitrator, shall pay the prevailing party's attorney fees and costs of the arbitration. Furthermore, if a court decision prevents or Licensor elects not to submit this matter to arbitration, the non-prevailing party as determined by the court shall pay the prevailing party's reasonable attorney fees and cost. Nothing in this paragraph will prohibit Licensor from seeking equitable relief including, without limitation, any action for removal of the Licensee from the Space or Building after the license has been terminated or revoked.
This license may be executed in one or more counterparts, each of which shall be deemed an original and together shall constitute one and the same instrument.
Any and all notices under this Agreement will be given via email and will be effective on the first business day after being sent. All notices will be sent via email to the email addresses specified on the License Agreement, except as otherwise provided in this Agreement. Licensor may send notices to either (or both) the Registered Agents or the Authorized Signatory, as Licensor determines in its reasonable discretion. Notices related to the physical Common Areas, Members, other Companies or other issues in the Space should be sent by the Authorized Signatory or Registered Agent. Notices related to this Agreement or the business relationship between Licensee and Licensor should be sent by Licensee's Authorized Signatory. In the event that Licensor receives multiple notices from different individuals containing inconsistent instructions, the Authorized Signatory's notice will control unless Licensor decides otherwise in our reasonable discretion.
The headings and section numbers appearing in this License are inserted only as a matter of convenience and in no way define, limit, construe, or describe the scope or intent of any such sections. If any provision of this License shall be determined to be invalid or unenforceable, the remainder of this License shall not be affected thereby, and each provision of this License shall be valid and enforceable to the fullest extent permitted by law.
Both Licensor and Licensee agree that during the Term and thereafter, the recipient of any non-public information of the other party that is designated as confidential or proprietary, that the receiving party knew or reasonably should have known was confidential or proprietary, or that derives independent value from not being generally known to the public ("Confidential Information"), will not at any time be disclosed to any person by such recipient or used for such recipient's own benefit or the benefit of anyone else without the prior express written consent of a corporate officer of the party that owns such Confidential Information. The parties agree that if there is a breach of this obligation by either party, the other shall have the right to request any remedy in law and/or equity including, but not limited to, appropriate injunctive relief or specific performance, as may be granted by a court of competent jurisdiction. Notwithstanding the foregoing, Licensee accepts all risk to its intellectual property interests used in the Space, and neither Licensor nor its applicable landlord shall have any liability arising from, your disclosure (whether intentional or not) of any of your Confidential Information to any third parties present in or around the Space or the Building.
Licensee hereby represent and warrant that (i) neither Authorized Signatory nor any of the Registered Agents are or will be, at any time during the Term, an entity or individual listed on the Specially Designated Nationals and Blocked Persons List published by the U.S. Department of Treasury, as updated from time to time and neither the Authorized Signatory nor any of the Registered Agents will, at any time during the Term, engage in any activity under this Agreement, including the use of services provided by Licensor in connection with this Agreement, that violates applicable U.S. economic sanctions laws or causes Licensor to be in violation of such U.S. economic sanctions laws.
Licensee may not transfer or otherwise assign any rights or obligations under this Agreement. Licensor may assign this Agreement without Licensee's consent.
This License constitutes the complete understanding and agreement between Licensor and Licensee with respect to the Space and the subject matter hereof, and all prior negotiations, promises, statements or agreements, whether written or oral, between Licensor and Licensee with respect to the subject matter hereof are superseded by the terms of this License.
By way of making payment for the Membership, Licensee acknowledges and agrees to the terms and conditions of this License Agreement.
means an individual authorized to legally bind your company.
Each party represents that it has full power and authority to execute, deliver and perform under this License.
All exhibits and schedules to this License are fully incorporated by this reference as if set forth herein.
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Last updated: October 9, 2025