The Delta is currently limited to members. This gives us an opportunity to open the space safely, provide a service to our community of members, and create a prototype for modeling how we might change in future seasons to allow access and opportunity for more people to take advantage of our resources. This is the goal.

In the meantime, The Delta was imagined as a studio, so our members will be in the unique position to use it as their studio and we will spend these next few months as a testing ground, as so much in life right now is changing day by day. We will, therefore, be creating this space and community together to best serve your needs and be the solution to your challenges, or at least a refuge from them. Come on in!

Accepted members commit to one season and are billed monthly. If you don’t want to continue as a member, you must let us know in writing at membership@thedelta.co one month prior to ending your membership.

The Delta reserves the right to terminate a membership at our sole discretion.

We look forward to providing more membership options with flexibility for space usage, price, and related access; but, due to COVID-19 and the health and safety measures associated with the pandemic, we take our responsibility to keep our space, our members, our families, and our community safe incredibly seriously. Thank you, in advance, for your understanding.

Terms and Conditions (“Terms”)

Please read these Terms and Conditions (“Terms, “Terms and Conditions,” or “T&C”) carefully before using the Delta’s website (“www.thedelta.co” or “the website”) operated by The Delta Collective LLC (“The Delta,” “we,” “us”).

Welcome to the Delta. We are very glad that you are here. We aim to make your life better, one day at a time, by providing a space for betterment, quietude, and celebration.

These Member Terms of Use (“Terms of Use”) are entered into by and between you (“member,” “you,” or “your”), and The Delta. The following Terms of Use, together with the Privacy Policy and FAQ, govern your access to and use of The Delta’s physical location at 210 Court Street in Cobble Hill Brooklyn, The Delta’s website, and any social media accounts affiliated with The Delta, including any content, functionality, and access offered through these (collectively, the “Services”). Clicking on a button or taking any other action to signify your acceptance of the Terms, filling out any portion of the forms and fields on our website, completing a membership application, you (1) agree to be bound by the Terms; (2) represent that you are of legal age in your jurisdiction of residence to form a binding contract with us; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services and to bind that entity to this Agreement. The term “You” refers to the individual or legal entity, as applicable, identified as the end user when you accessed Services. Except as otherwise provided herein, if you do not agree to be bound by the Terms, you may not access or use the Services.

Your access to and use of The Delta is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use our Services.

Community Norms

The Delta is a place that cares about people and teaches you how to care for yourself. We must find lasting solutions that address our whole selves in a deep, meaningful, efficient, trusting, and holistic way. We are driven to improve maternal health and wellness to help you to take care of yourself, first and foremost, and by drawing resources and attention on the maternal health crisis in the United States and around the world.

Our core values are flexibility, wellness, and truth.

The Delta invites you to connect with yourself and with others. From our intimate gathering space to our inspirational events, we create opportunities for betterment, quietude, and celebration.

We believe that it is okay. To slow down. To not know something. To reflect and redefine. To put yourself first. To write your own story.

We are trying to unlearn a set of skills that may have once served us well, but that now infringe on our health and happiness. This includes, but is not limited to a quest for perfection. We no longer believe that perfection is attainable and we know that it often comes at our own expense.

We work to lift one another up and to leave our judgement at the door. We will assume the best intentions of others and come with a generosity of spirit. We believe that everyone is doing their best and that what we see is not the whole story. We will do what we can to better understand the experience of others, to empathize.

We are inspired by the following principles.

• Mothers are magic. We create, sustain, and nurture life; but since we only have one life to live, we must make it count. We show up, as we are, and we get to work. We are committed to sharing our strengths and believe that we are strongest together.

• Revolution starts with self. We know that to change the world, we must first change ourselves. We commit to shifting our habits and mindsets, we sow the seeds for social transformation. We know nothing more revolutionary than self-care.

• Practice courage. We are willing to stand in discomfort to face our fears. We allow ourselves to feel and be fully present. We combine passion and perseverance to overcome life’s obstacles. We exercise our values through action and show up when it matters.

• Speak up, out and often. We speak clearly, no caveats, and stand our ground. We know who we are, comfortable in our skin. We tell our stories to build community and preserve our shared experiences. We believe there is strength in humility and are not afraid to ask for help.

Additionally, and importantly, we are anti-racist. Please do your research and be willing to do the daily work that anti-racism requires. Here is one good resource. There are many - find them. Do the work.

The Delta may refuse or remove access to Services from anyone we determine, in our sole discretion and without liability or refund:

• Fails to, or threatens or is otherwise likely to fail to, comply with any provision of these Terms, our Community Norms, and all laws, regulations, and rules that apply to your use of or access to the Services;
• Is engaging in any offensive, harassing, discriminatory, intimidating, inappropriate, microaggressive, harmful, nuisance, hindering, disruptive, or illegal conduct; or
• Poses a health and safety risk to any employees, vendors, other members, or guests of The Delta.

A Member who is denied access to the Services or removed from using or accessing the Services for these or any other reasons shall not be entitled to any refund of prepaid fees, regardless of the circumstances surrounding denial or removal.

COVID-19 Protocols & Waiver for Accessing Physical Locations

We take everyone’s health and safety very seriously. We designed the space with your overall health and wellness in mind; but, with the introduction of COVID-19 into our lives during the construction process, we saw this as an opportunity and mandate to implement even more stringent and additional safety precautions into the space’s design as well as our daily operations. If you have questions, please visit our FAQ and/or email info@thedeltaco.

Those measures include:

• The Delta’s space is a new construction, so we are compliant with all building and mechanical safety guidelines as required by New York City’s Department of Buildings.
• We have ensured that the ventilation system in our facility operates properly. As this is a brand new HVAC system, we are in compliance with the CDC’s Standard Practice for the Inspection and Maintenance of Commercial Building HVAC Systems.
• We have increased the circulation of outdoor air as much as possible by having a screen door on the back egress so that the door can be left open, without jeopardizing the health or safety of our occupants.
• There is a fan always on to circulate air.
• We have installed portable high-efficiency particulate air (HEPA) fan/filtration systems to help enhance air cleaning.
• We have ensured that the exhaust fans in the restroom facility is functional and operating at full capacity.
• We have an ultraviolet germicidal irradiation (UVGI) light as a supplemental technique to inactivate potential airborne virus in the upper-room air of common occupied spaces, in accordance with industry guidelines.
• The sinks, water systems and features including sink faucets, and ice machine, are all new and have passed plumbing inspection to ensure that there is no hazard to members’ health and safety.

We ask that all members are vaccinated and wear masks while indoors until further notice.

We will continue to follow the guidance of the Centers for Disease Control and Prevention, World Health Organization, State and City of New York, and local government and public health authorities (collectively, “Industry Guidelines”), and will stay up to date on the measures that similar reputable businesses are taking. To keep everyone as safe as possible, please be advised of the measures we’ve taken, which we may update from time to time as is advisable under the circumstances or legally required.

Additionally, following CDC guidelines, we have implemented the following hazard controls to reduce transmission among our community, including

• We are requiring that all Members are vaccinated.
• We allow no more than five-six Members in the space at a time to ensure that everyone can maintain social distancing of six feet between people, where possible.
• We provide hand sanitizer, antibacterial wipes and masks on site for easy access and use, as needed.
• We clean the space regularly to ensure all surfaces are clean and disinfected.
• We ask members to use the front door on Court Street for entrance, and the back door on Warren Street for exit to maintain social distancing of six feet on entrance and exit.
• We ask all members and users of the space to follow Community Expectations regarding potential symptoms of COVID-19 or close contact with someone who has symptoms or tested positive of COVID-19.
• We require everybody who enters the space to wear a mask, not to enter the building if sick, and to maintain six feet apart. We will post a sign as a reminder.
• We clean and disinfect high-touch surfaces, following the guidance for cleaning and disinfecting from the CDC to develop, follow, and maintain a plan to perform regular cleanings to reduce the risk of people’s exposure to the virus. We do a deep clean of the space once a week and multiple daily cleanings of frequently touched surfaces, such as door handles, counters, light switches, controls, faucets, appliance pulls, workstations, doorknobs, printer, furniture and bathroom.
• We have four seats that can be brought outside and have planters that create privacy and a beautiful and inviting place to sit. Please feel free to bring those chairs outside to sit and use this outdoor seating area and social distance, especially for any small-group activity such as lunch, break, meetings, and phone calls.

We provide a responsible, safe and healthy workplace. We chose our location primarily for its convenience and abundance of natural light. In the context of COVID-19, however, this site is also advantageous because it is on street level, so there is no need to enter an elevator for access. Additionally, we have an ADA compliant bathroom and removable ramp for easy access, as needed.

Additionally, during the demolition phase, we checked for asbestos. When a trace of asbestos was detected in one area, we abated that area and did a more thorough check of the entire space. It mattered to us that we could confidently say that the space is asbestos free, which it is. If you are interested in finding out more information about that review please reach out to membership@thedelta.co. Again, we prioritize your health and safety.

Important Community Expectations

We ask that all members are vaccinated but we also ask that you and your household remain careful with continued observance of social distancing, mask recommendations, hand hygiene, and other protective safety measures. We ask that you observe all recommended safety measures as part of your commitment to the Delta community and to a smooth running of the space

Masks must be worn in the space at all times, unless eating or drinking. Please maintain proper social distancing while entering, using, and exiting the space. You may want to dress accordingly as we plan to keep the door open when it makes the most sense and run an air purifier during your visit.

Please ensure your mask continues to cover your nose and mouth at all times, wash or sanitize your hands thoroughly upon arrival, and do your best to comply with social distancing guidelines throughout your visit. There is hand sanitizer, antibacterial wipes and masks available if you need.

When you enter the space, please make sure that you and/or your immediate family members have not:

• Had a fever over 100F in the past 24 hours
• Recently had or currently have any respiratory or flu symptoms, sore throat, or shortness of breath
• Been in contact with anyone in the past 14 days who has had the above symptoms or been diagnosed with COVID-19

Depending on your responses to the inquiries above, we may ask you to leave the space for the health and safety of our other members. The Delta has the right to refuse or cease providing the Services at any time if we feel as though the safety or well-being of our business, people, or the Services is compromised, without a refund or other liability to you.

COVID Liability Waiver

The Delta and its owner, sponsors, donors, members, affiliates, contractors, and agents are taking reasonable precautions to protect you and our other members and community, including following Industry Guidelines with respect to health and safety precautions, including consistent handwashing, social distancing and sanitization practices, to do what we can to reduce the spread of COVID-19 coronavirus. We will continue to monitor local and state government restrictions and any updates to Industry Guidelines and will let you know if the restrictions or guidelines then in place impact your visit or the availability of the Services.

You understand and agree that, if you choose to visit our physical location during this time, you are doing so during the worldwide, national, and state-wide emergency of the COVID-19 coronavirus pandemic, associated government shelter-in-place orders, local public health agency restrictions, and Industry Guidelines (collectively, “Pandemic”), each of which constitutes a force majeure event that may make it illegal, impossible, inadvisable, unsafe, or commercially impractical for us to provide the Services, and that we are not liable or responsible, nor are you entitled to a refund, for any failure or delay in providing use of or access to our physical locations due to reasons outside our reasonable control, including without limitation the Pandemic and other force majeure events defined below.

Additionally, you understand that the COVID-19 coronavirus and Delta variant is currently understood to be highly contagious and its spread is based on a combination of distance and time, and you agree that, although we will take the reasonable precautions specified above to reduce the chances of exposure, it is not possible to guarantee any of our safety or wellness at this time. When our space is able to be open and you use or access our physical location, you knowingly and voluntarily assume all risks associated with choosing to use or access the Services during the Pandemic. You agree to hold The Delta and its owner, sponsors, donors, members, vendors, affiliates, and agents harmless from all actions, suits, claims, expenses and damages arising from your use of and access to our Services during the Pandemic, except to the extent caused by our gross negligence or willful misconduct.

If you choose not to comply with our COVID-19 protocols before, during, or after your visit, we may refuse to provide or revoke access to the Services without providing a refund.

1. Term

This Agreement remains in force and effect while your membership is active, while you use the Services, and thereafter as permitted by law. The Delta reserves the right to terminate or modify your membership, including this Agreement.  When feasible, and except in circumstance of Force Majeure as further defined within this Agreement below, the Delta will give members 30-day notice if the membership model changes, pricing changes, access/hours change, or if there is a change to the individual’s membership, including the possibility that the work-style is not a fit for a coworking-type environment. Note that this 30-day notice is not granted in the case of improper behavior, or due to the health and safety of the other members as further described above.

2. Conduct

By using the Services, you agree to the following:

You take our health and safety precautions seriously.

You root for and are supportive of other members. You abide by the Community Norms and support The Delta’s values and principles.

3. Community

Be kind to yourself. Be kind to others. Take care of yourself. Take care of others.

We believe that Black Lives Matter. We consistently work to dismantle systemic racism and work daily to run an anti-racist space and community.

We will not tolerate discrimination. We reserve the right to remove posts and/or membership that we deem disruptive.

Do not make copies of any third-party software where it can be viewed by non-members. Please let us know if you see this happening.

Please do not distribute content shared by us or members with anyone who is not a member. The people in the space should feel safe to share personal information, including intellectual property or proprietary business knowledge, and it is important to respect their privacy.

Failure to follow The Delta’s Community Norms may result in your removal from the membership and/or the removal of your content. All determinations regarding this group, its members, and these guidelines are at our sole discretion and are final. By joining, you indemnify us of all liability relating to your use of The Delta and relationships with its members. By participating in the Community, you are also subject to The Delta’s policies. These policies may change at any time without notice.

4. Membership Details and Access

The Delta’s members have access to the space during the workweek and are able to use it on the weekend if the space is not otherwise planned for use.

Membership, though, does not grant unconditional access. The Delta may be forced to limit access according to regulation or otherwise. We may close due to a private event during the weekly hours mentioned, or a membership event. In the case of a membership event, if the capacity allows, we will make every effort for Members to be able to attend.

Membership access and numbers are likely to change. We thank you in advance for understanding as we get to know how the space can best serve the needs of our community.

5. Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Services. We will strive to keep an up-to-date copy of this agreement on The Delta’s website and we will use reasonable efforts to notify you via email of all material modifications to the Terms of Use by sending an email to the then-current email we have on file for you. If you have any questions about these Terms, please contact us at membership@thedelta.co.

6. Fees

Membership fees are subject to change and, depending on increased rate may apply once your current membership expires, at the end of each season and starting on the first day of the new quarter: January 1st, April 1st, July 1st and October 1st, respectively. Payments will occur automatically on the first date of each month. We must have a credit card on file for all monthly recurring payments and account charges.  If payment information is not up to date and payment does not go through, it is your responsibility to provide a payment method within ten business days.

If you decide to upgrade your membership plan, we will start you on your new upgraded plan on your next billing day. If you decide to downgrade your membership plan, we will start you on your downgraded plan at the end of your then-current membership plan term. You will be charged for your 1st month at time of membership change. Founding members who wish to pay in full upfront will be billed at the beginning of the contract. All payments for prepaid monthly, and longer term membership plans are non-transferrable, non-pausable, and non-refundable, regardless of the reason or circumstances and even in the event the Pandemic, power outage or internet congestion, or another force majeure event impacts the Services. If our physical location closes, due to the Pandemic, no refunds will be issued, but we will downgrade existing membership plans to a virtual membership plan starting on your next billing day.

7. Termination

We value your membership and your contributions to The Delta community, but we understand that circumstances can change and you may need or decide to stop your membership.

Members on a quarterly membership payment plan are required to give The Delta 30-days’ notice to cancel their membership, otherwise they will be charged on the first of the following month. They will not be charged for the entire quarter. To cancel your membership, please submit a membership cancellation request in writing to membership@thedelta.co. Please note that 6-month and annual prepaid memberships are non-refundable, cannot be paused, and do not auto renew. For example purposes only, should a member cancel her/his membership on June 20th, the member will be charged the following month’s rent (July) until his/her membership and related charges are terminated. In this instance, the member will not be charged anything after July 30th.

The Delta reserves the right to terminate a membership at our sole discretion. You agree not to use The Delta for any purpose that is unlawful, prohibited, or that could damage, disable or impair any of The Delta furnishings, equipment, or space, or keep other members from using The Delta, or that would hurt The Delta as an ongoing business. This also means you won’t attempt to gain access to any computer systems or networks of The Delta (beyond general web access), or attempt to obtain any materials or information not intentionally made available to all The Delta members.  If your use of the Services violates these obligations, your membership will be terminated immediately.

We may terminate or suspend access to our Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. All provisions of the Terms which by their nature should survive termination shall survive
termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and
limitations of liability.

8. Force Majeure

The Delta shall be excused and not considered in breach of these Terms of Use for any delay or failure, in whole or in part, that makes it illegal, impossible, inadvisable, or commercially impracticable, as determined in The Delta’s sole discretion, for The Delta to provide access to or use of the Services, including without limitation any fire, flood, earthquake, elements of nature or acts of God, pandemic, epidemic, widespread or locally spread illness, war, terrorism, riots, civil disorders, rebellions or revolutions, accidents, internet and third party application connectivity, loss of electricity, government-ordered closures of venues, Services, and other spaces, government-issued shelter-in-place and quarantine orders, government and agency restrictions and recommendations placed on individuals and groups of individuals, health and travel restrictions, failure of members to comply with The Delta’s specified COVID-19 protocols and health and safety requirements, or any other similar impediment beyond the reasonable control of The Delta. The Delta will not provide refunds for these or any other reasons.

9. Third Party Websites

Our Services, and specifically our website, may contain links to third-party websites or Services that are not owned or controlled by The Delta.  The Delta has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or Services. You further acknowledge and agree that The Delta LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or Services, access available on or through any such web sites or Services. We strongly advise you to read the terms and conditions and privacy policies of any third-party web
sites or Services that you visit.

10. Connections

You also agree not to use The Delta or The Delta property in connection with:

• Contests, pyramid schemes, chain letters, junk email, spamming or similar behavior; b. Defaming, abusing, harassing, threatening or otherwise violating the legal rights (such as privacy and publicity) of others; c. Posting, distributing or disseminating inappropriate, profane, defamatory, obscene, indecent, or unlawful material or information; d. 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 e. Uploading or using files that contain viruses, corrupted files, or any other similar software or programs that may damage the computers or property of The Delta or another member. If you use The Delta or The Delta property in connection with the above enumerated actions, your membership will be terminated immediately at the sole discretion of The Delta.

11. Confidences

You acknowledge that during your membership at The Delta, you are going to be exposed to The Delta Confidences. “The Delta Confidences” means information (such as business information, trade secrets, technology, customers and prospects, and other secrets) disclosed by The Delta or by other members of The Delta (including through your keen observation) that is confidential or proprietary in nature and simply just not known by others. You agree to keep confidential and not to disclose or use The Delta Confidences, you understand that they remain the exclusive property of whomever disclosed them, and you don’t acquire any rights to such Delta Confidences.

12. Complaints

Please don’t make defamatory or disparaging comments about The Delta or fellow members. Gossip is not tolerated. Suggestions are welcome in a respectful, private manner to the founder.  To make a suggestion, please contact membership@TheDelta.co.

13. Intellectual Property Rights

The Services and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by The Delta, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The Delta name and logo, and all related names, logos, product and Services names, designs, and slogans are the property of The Delta or its affiliates or licensors. You must not use such marks without the prior written permission of The Delta. All other names, logos, product and Services names, designs, and slogans on the Platform are the trademarks of their respective owners.

14. Liability

Neither The Delta nor its members will assume any liability to you with respect to your access to, participation in, use of The Delta or The Delta Services, or any loss of information or other property resulting from such participation or use. The Delta is not liable for loss, damage, or theft of anything left on The Delta premises. The Delta will not assume liability for damages or injuries to members, clients, guests, or other parties that members may invite to The Delta space or on the property of any part of The Delta or its premises.

IN NO EVENT WILL THE DELTA, ITS AFFILIATES, OR THEIR LICENSORS, SERVICES PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE PLATFORM, OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE DELTA AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICES PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID TO THE DELTA FOR THE APPLICABLE SERVICES IN THE LAST 6 MONTHS OUT OF WHICH LIABILITY AROSE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

15. Disclaimer

THE DELTA PROVIDES THE DELTA SERVICES “AS IS” AS A SERVICES 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, TO THE EXTENT PERMITTED BY LAW. THERE IS ALSO NO WARRANTY OF TITLE, QUIET ENJOYMENT OR POSSESSION. THE ENTIRE RISK OF PARTICIPATING IN OR USING THE DELTA SERVICES, REMAINS WITH YOU.

16. Indemnification

You agree to defend, indemnify, and hold harmless The Delta, 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 actions, errors and omissions, willful misconduct or fraud, breach or violation of the Rules of The Delta or otherwise suffered in connection with your participation in The Delta or use of The Delta Services.

17. Consent and Governing Law and Severability

You may not assign this Agreement without the prior written consent of The Delta. We abide by all laws that govern New York City and State, and that law governs this Agreement. And we further agree that exclusive jurisdiction and venue for all purposes under this Agreement shall be Brooklyn, New York, everybody consents to such jurisdiction and venue. Finally, in the highly unlikely event 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. These Terms constitute the entire agreement between us regarding our Services, and supersede and replace any prior agreements we
might have between us regarding the Services.

18. Arbitration

At The Delta’s sole discretion, we may require you to submit any disputes arising from the use of these Terms of Use or the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying California law.

“The Delta” Team.

***

If you have any questions about these Terms, please contact us at info@thedelta.co.

1. Membership Rights: The Member accepting these T&C is granted an individual membership, meaning their membership is nontransferable and does not admit any other individual.

2. Fees: The Delta charges a quarterly or seasonal fee for membership. Member agrees that by accepting this T&C they have committed to this membership (“Membership Term”), regardless of payment terms or frequency. The Delta also reserves the right to charge an application fee and/or fees to special events from time to time. It is within The Delta’s discretion to amend membership fees at any time effective for the next Membership Term. You will be notified in advance if there will be any changes to the amount, date or frequency of the payment of fees. The right to waive or amend such fees shall be in The Delta’s sole discretion.

3. Fee Processing: By providing your payment details you accept and consent to being charged fees in the form requested by The Delta. Fees are currently processed through a third-party processor, QuickBooks — please review their Terms of Service and Privacy Policy. The Delta reserves the right to change and/or add payment processing options.

4. Membership Renewal: The Membership Term is for a minimum period of one quarter or season (1) season and renewable thereafter on a quarterly or seasonal basis. Unless expressly terminated by The Delta or the Member, membership renewals are automatic. Upon renewal of membership, fees become payable immediately.

5. Membership Termination: If a Member wishes to cancel their membership at the end of the Membership Term, they must provide notice at least thirty (30) days before the end of the current Membership Term. If membership is terminated part way through Membership Term, Member is still responsible for the full quarterly membership fee. Refunds are at the sole discretion of The Delta.

6. Failure to Pay Fees: Failure to pay fees within forty-five (45) days of the renewal of the Membership Term (or other payment due date if a payment schedule was agreed to) will result in a Member’s membership being suspended and if not paid within sixty (60) days of the due date the Member’s membership will be suspended or terminated.

7. Proposing New Members: Members are encouraged to propose new applicants to join The Delta, however, all membership decisions are in the sole discretion of The Delta.

8. Membership Information: By becoming a Member you agree that The Delta can store the personal information you provide for use in connection with your membership. If your contact or payment details change, it is your responsibility to let us know in a timely fashion.

9. Membership Access: Members are given a key and/or “fob” to gain access to The Delta’s space at 210 Court Street (“the space”). Providing your identification to a nonmember may result in suspension or termination of your membership.

10. Guests: Members will be permitted to bring guests to the space, but not before notifying The Delta at hello@thedelta.co and getting permission. The Delta reserves the right, at its sole discretion, to limit guests during select times. The Delta strives for an inclusive community and except as otherwise noted in this T&C, there are no restrictions to the profile of guests that are allowed to accompany Members. Guests must always accompany a Member — your guests may not remain at the the space while you are not also there unless arranged with The Delta. Members are responsible for ensuring their guests follow all space rules. Failure to do so could result in suspension or termination of membership.

11. Children: The Delta is a space for adults. Please be conscious of other Members when bringing your child(ren). The Delta will aim to provide programming that is specifically designed for young people, including children.

13. Smoking Policy: The Delta is a no-smoking, no-vaping space. Please refrain from smoking or vaping any substance inside or near the doors to the building.

14. Illegal Drugs/Substances: No Member or their guest shall purchase, use, ingest, possess, sell or otherwise distribute illegal drugs or other substances for abuse, or attempt to any of the same from any member, guest or staff while at the space or at a Delta sponsored event. Such actions may result in immediate suspension or termination of membership.

15. Accidents and Injuries: Members and their guests agree to observe all rules and posted signs and to take reasonable precautions when at The Delta. If you or your guest has an accident or suffers any injury at, or in the vicinity of the space or at a Delta sponsored event, please report it as soon as possible. We want to assist as soon as possible and this information is necessary to help us comply with our health and safety obligations and for insurance purposes.

16. Private Hire and Space Maintenance: The Delta reserves the right to close all or part of The Delta to Members and their guests for private events or for necessary maintenance, repair or redecoration work.

17. Cameras, Mobile Phones and Recording Devices: The Delta and events are built for connection and are grounded in confidentiality. Therefore, no cameras, videos or other recording devices, whether live-streaming or recording, whether on a mobile phone or other medium, may be used while at The Delta, unless otherwise approved by The Delta. TMembers are responsible for ensuring their guests also abide by this rule. Mobile phones may otherwise be used in The Delta but we ask that Members be considerate of others in their usage. The Delta reserves the right to ask a Member to step outside if being disruptive.

18. CCTV: Closed Circuit Television (“CCTV”) may be used at The Delta to enhance the security of all members. Information obtained from CCTV will be used exclusively for safety and security purposes. The Delta staff involved in reviewing the video monitoring will be appropriately trained and supervised in the responsible use of this technology. Recorded images will be stored in a secure location with access only by authorized individuals.

19. Member Release: The Delta may also film, video or photograph Member events and activities at the space for use in membership programs, advertising, promotions, public relations, and other commercial and business purposes. By entering The Delta you and your guests consent to the use of your name, image and likeness and other limited information to any materials The Delta chooses to publish in any medium in any territory, in perpetuity.

20. Confidentiality: The Delta places great importance on the confidentiality of its members and the information they share as part of their The Delta membership. As such, please respect other Members by not sharing the identity of them or their guests publicly, including on social media without their explicit permission. Additionally, all communication and conversations heard or participated in at The Delta or as part of The Delta member experience is “Confidential Information”. Such Confidential Information includes, but is not limited to, information that pertains to the business, product, technology, idea or customers of a member, and all information which is valuable to the member. Confidential Information does not include information that is (a) public knowledge; (b) in the possession of the recipient before receipt from the disclosing party; (c) is disclosed to the receiving party by a third party without breach of confidentiality obligations; or (d) is independently developed by the receiving party without reference to the Confidential Information. It is a key term of your membership that you honor the privacy and Confidential Information of all members and failure to do so will result in termination of membership.

21. Conflicts of Interest: Any member conflict of interest that may arise through interactions with other members through the The Delta services must be disclosed and approved in advance.

22. Solicitation: Members may not solicit other members or their guests directly for sales of services or products while at The Delta or through other The Delta services and events unless invited to do so.

23. Intellectual Property: Except as expressly granted in this T&C, The Delta reserves and retains all right, title and interest in all services, including, without limitation, all technology and processes, enhancements or modifications thereto, trademarks, service marks, site design, text, video, graphics, logos, images and icons, as well as the arrangement thereof. You acknowledge that The Delta’s services contain proprietary content, information and material protected by applicable intellectual property and other laws, including but not limited to copyright and trademark laws, and you agree that, except with The Delta’s prior written consent or as explicitly provided in this T&C, (1) membership does not give you any ownership of any intellectual property rights or (2) grant you the right to display, modify, reproduce, distribute, create derivative works of, download, store, transmit or otherwise use any of our intellectual property. Any unauthorized use of any content or materials is strictly prohibited and violates copyright, trademark, and/or other intellectual property laws, and/or the laws of privacy, publicity, and/or communications regulations and statutes.

In particular, audio or video content provided by The Delta not explicitly indicated as downloadable may not be downloaded or copied. You may not otherwise download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials provided by The Delta. If you make other use of the services, or the content, code, data or materials thereon, except as otherwise provided, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. To inquire about obtaining authorization to use the materials or content other than as permitted in this T&C, please email info@The Delta.co.

24. Third Party Materials and Content: Services provided by The Delta may incorporate third party content, data, information, applications or materials (“Third Party Materials”). Member acknowledges and agrees that that The Delta is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of Third Party Materials. The Delta expressly disclaims any responsibility for all aspects of Third Party Materials and Member further acknowledges and agrees that The Delta shall not be liable, directly or indirectly for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, goods or services in connection with any Third Party Materials. Use of any third party trademarks or third party content on or in connection with the services does not constitute affiliation with or endorsement of these third parties. Nothing in this T&C grants you any license to third party trademarks or content, which shall remain the property of their respective owners.

25. Misconduct: Any Member may be disciplined, suspended or terminated for any of the following reasons (or any additional reason in the sole discretion of The Delta): a. Violations of any terms of this T&C; b. Inappropriate, violent, or abusive behavior both in person and via online and social media; c. Communication of information concerning confidential The Delta events, members or their guests to outside sources, including, but not limited to, the media; d. Failure for a period of sixty (60) days or more to pay outstanding fees or any other charges incurred; e. Conduct on the behalf of a Member or their guest that is detrimental to the best interests of The Delta.

26. Member Warranty: Member warrants that they are legally capable of entering into this T&C; all information provided is truthful and accurate; Member will maintain the accuracy of all information; and Member’s membership, attendance at events and use of the space will not violate any applicable law or regulation.

27. The Delta Warranty and Disclaimer: THE SERVICES PROVIDED BY The Delta ARE PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND. USE OF The Delta AND ATTENDANCE AT The Delta EVENTS IS ENTIRELY AT THE RISK OF THE MEMBER AND HIS OR HER GUESTS. WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO. THIS INCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE, OR THE NEGLIGENCE OF OUR EMPLOYEES, AGENTS OR SUBCONTRACTORS AND FOR FRAUD OR FRAUDULENT MISREPRESENTATION. TO THE MAXIMUM EXTENT PERMITTED BY LAW, The Delta DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE SERVICES OR ANY CONTENT ON THE SERVICES, OR ANY ACTIVITIES AT The Delta, WHETHER PROVIDED OR OWNED BY The Delta OR BY ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE IN TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. IN ADDITION, YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICES AND The Delta DOES NOT MAKE ANY REPRESENTATION OR WARRANTY THAT ANY OF THE SERVICES OR ANY CONTENT AVAILABLE THROUGH ANY OF THE SERVICES IS ACCURATE, COMPLETE, AVAILABLE, CURRENT, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR DEFECTS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM The Delta SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IN NO EVENT WHATSOEVER SHALL The Delta, ITS AFFILIATES, OR SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, EMPLOYEES, SHAREHOLDERS, AGENTS, OR REPRESENTATIVES, BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, WHETHER DIRECTLY OR INDIRECTLY ARISING, INCLUDING BUT NOT LIMITED TO LOSS OF SALES, PROFIT, REVENUE, GOODWILL, OR DOWNTIME, (ARISING UNDER TORT, CONTRACT, OR OTHER LAW) REGARDLESS OF SUCH PARTY’S BREACH OF CONTRACT OR NEGLIGENCE OR WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND AGREE THAT THE DOWNLOAD OF ANY MATERIALS IN CONNECTION WITH THE SERVICES IS DONE AT YOUR DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT FROM THE DOWNLOAD OR UPLOAD OF ANY MATERIAL. The Delta NEITHER ASSUMES, NOR DOES IT AUTHORIZE ANY OTHER PERSON TO ASSUME ON ITS BEHALF, ANY OTHER LIABILITY IN CONNECTION WITH THE PROVISION OF THE SERVICES. IF, NOTWITHSTANDING THE OTHER PROVISIONS OF this T&C, The Delta IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH YOUR USE OF ANY SERVICES, The Delta’S LIABILITY SHALL IN NO EVENT EXCEED THE GREATER OF (1) THE TOTAL OF ANY FEES PAID BY YOU TO The Delta IN THE SIX (6) MONTHS PRIOR TO THE DATE THE CLAIM IS ASSERTED FOR ANY OF THE SERVICES OR FEATURE RELEVANT TO THE CLAIM, OR (2) US $500.00. THESE DISCLAIMERS AND LIMITATIONS OF LIABILITY ARE MADE TO THE FULLEST EXTENT PERMITTED BY LAW.

28. Indemnification: You agree to defend, indemnify and hold harmless The Delta, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of this T&C or your use of The Delta or any related product, service, and/or event or your use of any information obtained through any of the above.

29. Choice of Law: this T&C will be governed by New York law, without regard to conflict of laws principles. If a provision of this T&C is deemed unenforceable as written, such provision shall be interpreted so as to give it legal force, and all other provision of the Agreement shall remain in full effect. All disputes relating to this T&C will be resolved by arbitration in accordance with the rules of the American Arbitration Association before a single arbitrator in the City of New York. The prevailing party will be awarded all reasonable costs and fees, including without limitation reasonable attorneys’ fees.

30. Amendments: The Delta may change this T&C from time to time, by displaying notification of the change at The Delta.co.

31. Entire T&C: this T&C constitutes the entire agreement between you and The Delta and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written with respect to these services. Any rights not expressly granted herein are reserved. Each party confirms that it has not relied upon, and shall have no remedy in respect of any agreement, warranty, statement, representation or undertaking unless set out expressly in this T&C.

32. Waiver: If we do not enforce any part of this T&C, it does not mean we give up the right to later enforce that or any other part of this T&C. In order for any waiver of compliance with this T&C to be binding, The Delta must provide you with written notice of such waiver through one of our authorized representatives.