Updated April 2026

This agreement applies to all users of Wireworks services, including day-pass users, conference room bookers, and Members on recurring plans. Some sections — specifically Sections 4 and 5 (Membership Terms and Member Space Usage) and Section 18 (Parking) — apply only to users enrolled in the relevant plan and are identified by their headings. All other sections apply to everyone.

Definitions

The following defined terms are used throughout this agreement: "User" means any individual who accesses or uses the Services, including day-pass users, conference room bookers, event attendees, and guests. "Member" means a User enrolled in a recurring Membership plan (Visiting, Part-Time, Full-Time, Desk, or Private Studio). "Services" means all services provided by Wireworks, including but not limited to office space, workstations, Internet access, office equipment, conference space, parking, and knowledge resources. "TOU" means these Terms of Use and Membership Agreement, as updated from time to time.

1. Acceptance of Terms

The services BOM Newburgh LLC (“Wireworks”) provides to you (including but not limited to use of office space and access to the Internet), are subject to the following Terms of Use (“TOU”). By booking a resource, purchasing a day pass, or enrolling in a Membership plan, you agree to be bound by this TOU. Wireworks reserves the right to update the TOU at any time. Updates to this TOU will take effect 30 days after notice is provided using the contact information you provided at the time of booking or sign-up. The updated TOU will be posted on the company’s website.

2. Description of Services

Wireworks may provide you with access to office space, workstations, Internet access, office equipment, conference space, parking space, knowledge resources, and other services as Wireworks may provide from time to time (collectively, “Services”). These services may be provided on a one-time basis or on an ongoing, self-renewing basis. The Services at all times are subject to this TOU.

3. No Unlawful or Prohibited Use

As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these terms. You may not use the Services in any manner that could damage, disable, overburden, or impair any Wireworks server or network, or interfere with any other party’s use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, accounts, computer systems, or networks connected to any Wireworks server, through hacking, password mining, or any other means. You represent and warrant that you have all requisite legal power and authority to enter into and abide by this TOU, and that your use of the Services will not conflict with or result in any breach of any license, contract, agreement, or other obligation to which you are a party.

4. Membership Terms and Fees

This section applies to Members enrolled in a recurring Membership plan.

Coworking memberships (Visiting, Part-Time, Full-Time, Desk) are month-to-month agreements that can be canceled at any time. Membership fees are due at the beginning of every month period, which starts on the same day of the month as the initial sign-up, and are charged automatically to the card on file. Wireworks will provide at least 30 days’ written notice before any market-driven price increase takes effect for coworking memberships. Private Studio membership and Parking membership fees are subject to market-driven price increases at the beginning of each calendar year.

Private Studio Memberships have a minimum term of one year; after the first year, they renew automatically on a month-to-month basis until canceled. There is a non-refundable Initial Set Up Fee equal to two months of membership fees due upon signing up, in addition to the first month’s membership fee. The Initial Set Up Fee can be credited towards the last two months of the agreement (months 11 and 12) unless the agreement is terminated before the one-year anniversary. To apply the Set Up Fee towards the last two months, the Member must notify Wireworks by email at least 60 days before the cancellation date. In the event of an early termination, the Member forfeits the Set Up Fee. Private Studio Memberships are automatically increased by 5% at the beginning of each calendar year.

If a Membership is canceled by the Member or by Wireworks, the Membership is no longer active as of the last day of the last paid month, and the Member may not continue to use the Services. If a scheduled payment is declined, Wireworks will notify the Member and provide a 5-business-day cure period to update payment information before the Membership is suspended or terminated.

5. Member Space Usage

This section applies to Members enrolled in a recurring Membership plan.

The amount of space usage your Membership entitles you to depends on your Membership level. Common Areas include the Lounge, Kitchen, Worktables, and Flexible Desks. Reservable Areas include the Conference Rooms and Phone Booths.

Visiting Membership: Use of Common Areas on a limited basis, approximately 5 days per month.

Part-Time Membership: Use of Common Areas on a part-time basis, approximately 10 days per month.

Full-Time Membership: Use of Common Areas on a full-time basis, seven days per week. Four hours of Reservable Area use are included; reduced rates apply for additional reservations.

Desk Membership: Use of Common Areas on a full-time basis, seven days per week. Usage of an assigned desk. Four hours of Reservable Area use are included; reduced rates apply for additional reservations.

Private Studio Membership: Unlimited and exclusive use of an assigned Private Studio. Full-time use of Common Areas and Reservable Areas, seven days per week.

Parking Membership: Unlimited and exclusive use of an assigned Parking Space.

6. Use of Services

You agree that when participating in or using the Services, you will not:

a)     Use the Services in connection with contests, pyramid schemes, chain letters, junk email, spamming, or any duplicative or unsolicited message (commercial or otherwise);

b)     Use the Services in connection with any illegal activity;

c)     Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others;

d)     Publish, post, upload, display, distribute, or disseminate any inappropriate, profane, defamatory, obscene, indecent, or unlawful topic, name, material, or information on or through Wireworks Services;

e)     Use any material or information, including images or photographs, made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party;

f)      Upload files that contain viruses, Trojan Horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property;

g)     Share private information about other Users without their consent, including but not limited to their usage of the Services, meetings, visitors, and the contents of conversations overheard while on the premises;

h)     Download any file(s) that you know, or reasonably should know, cannot be legally reproduced, displayed, performed, or distributed in such manner;

i)      Restrict or inhibit any other user from using and enjoying the Services;

j)      Violate the Code of Conduct or other guidelines applicable to any particular Service;

k)     Harvest or otherwise collect information about others, including email addresses, without their authorization or consent;

l)      Violate any applicable laws or regulations; or

m)   Create a false identity for the purpose of misleading others.

7. Code of Conduct

Wireworks is committed to providing a harassment-free experience for everyone, regardless of gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, religious affiliation, political affiliation, or marital or parental status. We do not tolerate harassment in any form. Users violating these rules may face consequences, including but not limited to, expulsion from the space. By booking or using any Wireworks resource, you agree to abide by these guidelines.

I. Harassment includes, but is not limited to:

a)     Verbal comments that reinforce discrimination based on gender, gender identity and expression, sexual orientation, disability, physical appearance, body size, race, age, caste, social status, political affiliation, or religion;

b)     Sexually-charged jokes, statements, or comments;

c)     Creation or display of sexual images in public spaces;

d)     Prejudicial surveillance, deliberate intimidation, stalking, or unwanted following;

e)     Harassing photography or video/audio recording;

f)      Sustained disruption;

g)     Inappropriate physical contact;

h)     Invasion of personal space;

i)      Unwelcome sexual attention; or

j)      Advocating for, or encouraging, any of the above behavior.

These behaviors are prohibited in all spaces — physical and virtual — encompassed by this agreement.

II. Enforcement

If a participant engages in harassing behavior, Wireworks management retains the right to take any action necessary to maintain a welcoming environment, including warnings, expulsion from the space, or other measures deemed appropriate.

III. Reporting

If someone makes you or anyone else feel unsafe or unwelcome, please report it to management as soon as possible. All claims are taken seriously.

8. Participation Disclosure

Wireworks reserves the right at all times to disclose any information about you and your use of the Services as Wireworks deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post, or remove any information or materials, in whole or in part, in Wireworks’ sole discretion. Your use of the Services is subject to the limitations of liability set forth in Sections 11 and 12.

9. Payment and Refunds

Payment for Services is due at the time of the reservation request or membership sign-up. If Wireworks is unable to fulfill a reservation request, the payment amount will be refunded in full. Reservations for daily space usage can be rescheduled or canceled up to 24 hours before the start time of the reservation. Canceled reservations will incur a cancellation fee equal to 10% of the reservation price to cover transaction and administrative fees. In the event Wireworks terminates a Membership without cause, any prepaid fees for unused periods will be refunded on a pro-rata basis.

10. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WIREWORKS PROVIDES THE SERVICES “AS IS” AND WITH ALL FAULTS, AND HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR COMPLETENESS OF RESPONSES, RESULTS, WORKMANLIKE EFFORT, AND LACK OF NEGLIGENCE. THERE IS NO WARRANTY OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, OR NON-INFRINGEMENT. THE ENTIRE RISK AS TO THE QUALITY OF OR ARISING OUT OF USE OF THE SERVICES REMAINS WITH YOU.

11. Exclusion of Incidental, Consequential and Certain Other Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WIREWORKS OR ITS SUBSIDIARIES, AFFILIATES, DIVISIONS, AND THEIR PAST, PRESENT AND FUTURE OFFICERS, AGENTS, SHAREHOLDERS, MEMBERS, REPRESENTATIVES, EMPLOYEES, SUCCESSORS AND ASSIGNS, JOINTLY OR INDIVIDUALLY, BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY, NEGLIGENCE, AND ANY OTHER PECUNIARY OR OTHER LOSS) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SERVICES, EVEN IF WIREWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING EXCLUSION DOES NOT APPLY TO DAMAGES ARISING FROM WIREWORKS' GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

12. Limitation of Liability and Remedies

Notwithstanding any damages you might incur for any reason whatsoever, the entire liability of Wireworks under any provision of this TOU and your exclusive remedy shall be limited to direct, actual damages that are proven with reasonable certainty to have been proximately caused by Wireworks’ breach of this TOU, and in no event shall such liability exceed the total fees actually paid by you to Wireworks in the ninety (90) days immediately preceding the event giving rise to the claim. For one-time Users (day-pass, conference room, or similar single-transaction bookings) who have not paid fees in the preceding 90 days, the cap shall be the total fees paid for the specific transaction giving rise to the claim. Any claim must be submitted to Wireworks in writing within sixty (60) days of the event giving rise to the claim, or it shall be deemed waived. This limitation does not apply to damages arising from Wireworks’ gross negligence or willful misconduct. The foregoing limitations, exclusions, and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

13. Termination

Wireworks reserves the right to terminate any Service at any time. Wireworks further reserves the right to terminate your access to and use of any Services, immediately and without notice, if you fail to comply with this TOU. In the event of termination by Wireworks without cause, any prepaid fees for unused periods shall be refunded on a pro-rata basis as set forth in Section 9.

14. Indemnification

You agree to indemnify, defend, and hold harmless Wireworks and its subsidiaries, affiliates, divisions, and their past, present, and future officers, agents, shareholders, members, representatives, employees, successors, and assigns, jointly and individually, from and against all claims, liabilities, losses, damages, costs, expenses, judgments, fines, and penalties arising out of or based upon your negligent actions, errors and omissions, willful misconduct, or fraud in connection with your use of the Services. In the event you bring a claim or lawsuit in violation of this agreement, you shall be liable for any attorneys’ fees and costs incurred by Wireworks in connection with the defense of such claim or lawsuit.

15. Severability

In the event that any provision or portion of this TOU is determined to be invalid, illegal, or unenforceable for any reason, in whole or in part, the remaining provisions shall be unaffected and shall remain in full force and effect to the fullest extent permitted by applicable law.

16. Insurance

Wireworks will carry General Liability insurance. As a User, you agree to maintain a Renters Insurance policy to cover your own equipment while using the space, as well as professional liability insurance for services rendered on the premises. That policy may cover your current residence or office as well as the premises of Wireworks. Users must provide proof of current insurance coverage upon request. Minimum required coverage: Renters Insurance — $10,000 personal property; Professional Liability — $500,000 per occurrence. Wireworks reserves the right to deny or revoke access to the Services for failure to maintain required insurance.

17. Surveillance and Security Cameras

Wireworks maintains security cameras on the premises, including in Common Areas, entry and exit points, and other areas as Wireworks deems appropriate. By using the Services, you acknowledge and consent to the presence of these cameras. Cameras are not installed in private bathrooms, changing areas, or other spaces where a reasonable expectation of privacy exists.

Wireworks retains sole and absolute discretion over whether to review, retain, preserve, or share any surveillance footage. Wireworks is under no obligation to review footage at the request of any Member, User, or third party, and makes no guarantee that footage will be available, preserved, or retrievable at any given time. Footage may be overwritten, deleted, or otherwise rendered unavailable in the ordinary course of Wireworks' operations.

Wireworks will not share surveillance footage with any Member, User, or third party except: (a) as required by applicable law; (b) pursuant to a valid court order, subpoena, or lawful request from a law enforcement agency; or (c) at Wireworks' sole discretion, where Wireworks determines that sharing is necessary to protect the safety or security of the premises or its users. A Member's or User's request for footage does not obligate Wireworks to review, preserve, or produce it under any circumstances.

18. Personal Property

Wireworks assumes no responsibility for any personal property, equipment, or belongings left on the premises, whether overnight or during periods of absence. Users are solely responsible for the security and safekeeping of their property. Any items left unattended on the premises for more than 48 hours without prior arrangement may be removed and stored or discarded at Wireworks’ discretion. Wireworks shall not be liable for theft, loss, or damage to personal property on the premises. This includes, without limitation, mail, packages, and deliveries addressed to Users or Members at the Wireworks address. Wireworks does not accept responsibility for receiving, storing, safeguarding, or investigating the loss or theft of any mail or package, regardless of whether Wireworks staff or other Members were present on the premises at the time of delivery or loss. Accepting mail or packages on a Member’s behalf, if done at all, does not create a bailment, custodial relationship, or any duty of care with respect to such items. Wireworks has no obligation to investigate the circumstances of any missing, damaged, or stolen mail or package, or to identify responsible parties. All claims arising from personal property, mail, or packages on the premises are further subject to the limitations set forth in Sections 11 and 12.

18. Guest Policy

This section applies to all users of Wireworks services.

Private Studio Members may have non-paying guests in their assigned studio at any time, provided that occupancy does not exceed the applicable room capacity at any point. Private Studio Members are responsible for ensuring their guests comply with all provisions of this TOU, including the Code of Conduct, while on the premises.

Coworking Members (Visiting, Part-Time, Full-Time, and Desk) and Day Pass users may not bring non-paying guests into the coworking space. If a Member or Day Pass user wishes to work with an outside collaborator, the collaborator must purchase a Day Pass for each day they are on the premises.

Conference Room users may bring non-paying guests into a reserved Conference Room, up to the capacity of the room booked (Large Conference Room: 10 persons; Small Conference Room: 4 persons).

If a Member is found to have a non-paying guest in the coworking space in violation of this policy, Wireworks reserves the right to charge that Member the current Day Pass rate for each unauthorized guest per day of violation. Repeated violations may result in suspension or termination of Membership in accordance with Section 13 of this TOU.

19. Parking

This section applies to Members with an active Parking Membership.

Current Members and/or tenants may add a Parking Membership to their account, based on availability. The following applies to all Parking Memberships:

1.     Wireworks shall not be liable for any damages or theft of property from the parking space.

2.     The vehicle to be parked in the assigned space shall have current registration and insurance.

3.     Any unauthorized vehicle parked in a Member’s assigned space will be towed at the vehicle owner’s expense.

4.     Wireworks has the right to reject any vehicle.

5.     Member shall park only fully operable automobiles on the premises.

6.     Parking of vehicles with commercial plates, excessively damaged vehicles, boats, campers, and other non-standard vehicle types is expressly prohibited.

7.     Automobile repairs, oil or fluid changes, and car washing are not permitted anywhere within the parking lot.

8.     Member may not leave a vehicle that is not properly registered or insured on the property.

9.     Member shall be responsible for shoveling their own parking space after any snowstorm.

10.  The snowplow company hired by Wireworks is not responsible for shoveling out Member parking spaces.

11.  Wireworks will make every reasonable effort to ensure that assigned parking spaces remain accessible following a snow event. However, Wireworks is not responsible for any parking space rendered temporarily unusable due to snow accumulation resulting from plowing, salting, or other snow removal activities on or adjacent to the parking lot. If a Member’s assigned parking space is rendered unusable for any full calendar day as a direct result of snow accumulation from Wireworks’ snow removal operations, the Member will receive a pro-rated credit against their next month’s Parking Membership fee for each such day. Wireworks is under no obligation to clear individual parking spaces on any particular schedule or timeline, and no further liability shall attach for delays in restoration of access.

12.  Members and their guests may not park in any space other than the Member’s assigned space; unauthorized parking is subject to towing at the vehicle owner’s expense.

13.  The vehicle owner is responsible for any damage to the building or concrete pavement caused by their vehicle.

14.  Member understands that the parking space is open-air and, while reserved for the Member’s exclusive use, Wireworks is not responsible if an unauthorized vehicle occupies the assigned space.

15.  Any violation of these rules shall give Wireworks cause to terminate the Parking Membership.

16.  Parking Memberships may be canceled at any time with 30 days’ written notice.

20. Governing Law and Dispute Resolution

This TOU shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. Any dispute arising out of or relating to this TOU or the Services shall first be submitted to non-binding mediation before either party may initiate litigation. Each party waives any right to a jury trial in connection with any dispute arising under this TOU.