Studio License Terms and Conditions

These STUDIO LICENSE Terms and Conditions (the "Agreement") constitute an agreement between Urbana Salon Suites Ltd., a company incorporated under the laws of British Columbia (“Urbana”), having an address at 1090 Hamilton St, Vancouver BC; and the licensee indicated in the webform associated with these online terms and conditions.

WHEREAS:

A.              Urbana licenses individual studio spaces within certain premises located at 1090 Hamilton Street, Vancouver, British Columbia V6B 2R9 (the “Leased Premises”) leased from Sylvia House Inc. (the “Landlord”) under the terms and conditions of a lease agreement dated October 30, 2023 (the “Lease”); and

 B.              Urbana desires to grant Licensee a limited, revocable license to use the studio set out in Schedule A (the “Studio”) within the Leased Premises for the Permitted Use under the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual consideration as set forth herein, the adequacy and sufficiency of which is hereby acknowledged by the parties hereto, the parties hereby agree as follows:

AGREEMENT

1.              License. The Licensor grants to Licensee the non-exclusive right and license to use the Studio, associated common areas and included services and amenities (detailed hereinafter) for the Permitted Use only and on the terms and conditions specified in this Agreement.  This Agreement does not create a tenancy but a license to access and use the Studio and the provided amenities for the Term.  For greater certainty, this Agreement is not a lease, and the Licensor does not grant Licensee any interest in real property.

2.              License Fee.  Licensee agrees to pay the License Fee for the license to use the Studio in the amount set out in Schedule A (the “License Fee”), plus 5% GST. Licensee shall pay to Urbana the License fee by electronic funds transfer from Licensee's bank account to the email address jh@urbanabeautyvillage.com, in Canadian currency, upon receipt of an invoice from the Licensor, the License Fee, plus applicable GST. Other fees may become due and payable if agreed to in writing by Licensee and Urbana; in the event such fees are agreed to, they may be collected in the same manner as the License Fee and failure to pay the same shall constitute a default under this Agreement.

 3.              Late Payments.  In the event that Licensee should fail to pay any amount due of the License Fee or any other sum due within FIVE (5) days of the due date, Licensee shall pay to Urbana a late charge equal to 5% of any such sum due and unpaid. After five days, Licensee shall pay interest to Urbana at the rate of twelve percent (12%) per annum from the due date of any sum (including, without limitation, any late charge) until paid.

 4.              Permitted Use. The Studio may only be used for the purposes of Personal Beauty Services (the “Permitted Use“). Use of the Studio for any other reason is strictly prohibited.

 5.              Damage. The Licensee agrees to provide a credit card to the Licensor which will be used only for repair costs for damages to the suite, the common spaces, or the fixtures, furniture, art, décor or equipment demonstrably caused by them, upon receipt of an invoice. Non-payment of any invoices for repair or replacement of the fixtures, furniture, art, décor or equipment will result in suspension of further use of the facilities.

6.              Urbana’s Obligations.

 a.     The Studio shall include heat, air conditioning, wifi and hot water, and use of the common kitchen, laundry and washroom facilities.

b.     In the event of excessive utility consumption beyond what is outlined in the Permitted Use section above, Licensee will be considered in breach of this Agreement and will be responsible for associated charges. Urbana will not assume responsibility or liability for any claims or damages arising from service or utility interruptions to the Studio, unless such interruptions result from Urbana's negligence or deliberate misconduct. It should be noted that services, utilities, and any connections offered to the Studio from time to time are provided by third-party service providers and are beyond Urbana's control.

7.            Licensee’s Obligations.

a.       Licensee shall maintain the Studio in a clean, functional, and appealing condition at all times. Any damage to the chair, cabinets, the studio or its contents, and the Leased Premises, including but not limited to incidents like glass breakage, caused by Licensee and/or Licensee's customers that goes beyond normal wear and tear, shall be the financial responsibility of Licensee.

b.       Unless otherwise specified in the agreement Licensee shall enjoy unrestricted access to both the common areas and the Studio for 24 hours for each day paid for. These hours are from 12:01 am to 11:59 PM on the date of the rental. Access will be facilitated through intercom passcode, key or fob. The parties agree that fobs and keys of the Rental Premises are property of Urbana and must be surrendered to Urbana on demand. Any lost fobs and keys are a security concern and must be reported immediately. Licensee is responsible for the costs of replacement for any lost fobs or keys.

c.        Licensee is responsible for managing their own schedule for conducting the Permitted Use and for procuring, delivering, and storing the necessary supplies and materials for Studio operations. It is understood that Urbana will License similar studios within the business space of Urbana Salon Studios, and Licensee is obligated to secure and properly store their own supplies. Both parties expressly acknowledge and agree that Urbana will not assume any responsibility for the loss or damage of equipment, tools, supplies, funds, or negotiable instruments belonging to Licensee.

d.       Licensee shall be responsible to provide and maintain all tools, equipment and supplies necessary to perform the Permitted Use.

e.       Licensee shall avoid creating disturbances, nuisances, excessive noise, or excessive odors and commits to adhering to all relevant laws and the periodically issued Rules and Regulations by Urbana set out in Schedule B, a copy of which has been provided to Licensee. This Agreement is governed by the terms and conditions outlined in the Lease, which Licensee is bound to follow. In the event of any inconsistency between this Agreement and the Lease, at Urbana’s election, the Lease shall govern.

8.            Insurance. Licensee covenants and agrees that throughout the Term it will take out and maintain at its sole cost and expense, and in the names of the Landlord and any mortgagees designated by the Landlord from time to time, and Urbana and Licensee as their respective interests appear:

a.     “all risk” property insurance 

b.    comprehensive commercial general liability insurance inclusive limits of not less than Two Million Dollars ($2,000,000) per occurrence;

9.            Policies. Licensee will effect all insurance policies with reputable insurers licensed to do business in British Columbia, and upon terms and in amounts, as to deductibles and otherwise, reasonably satisfactory to the Landlord and Urbana. Licensee will pay the premium for each policy. If Licensee fails to purchase or to keep in force such insurance, the Landlord may effect such insurance, at Licensee’s cost.

10.         Alterations. No alterations or changes may be made to the Studio or the Leased Premises without obtaining prior written consent from Urbana, at Urbana's sole discretion. This includes, but is not limited to, painting the Studio. Alterations will be considered for approval upon Licensee's request. Furthermore, Licensee is accountable for any damage to the chair, cabinets, sink, television, plumbing, and outlets in the Studio that goes beyond ordinary wear and tear. At Urbana's sole discretion, Urbana may require Licensee to restore the Studio to its original condition.

11.         Assignment and Subletting. Licensee shall not assign the Studio, or any interest in this Agreement, nor share the Studio by any means nor permit the use of the Studio by any person other than Licensee and his employees without the prior written consent of Urbana, which consent may be withheld at Urbana’s sole discretion.

12.         Urbana's Option to Relocate Licensee. Urbana reserves the right to transfer Licensee to a different studio within the Leased Premises. In such cases, Urbana will ensure that the new studio will accommodate the same use as the current Studio.

13.         Relationship of the Parties. Urbana's role is solely that of a space Licensee, providing Licensee with the space to conduct the Permitted Use. Licensee is entirely responsible for the operation and management of all services performed in the Studio. It's important to note that Licensee is not considered an agent, independent contractor, or employee of Urbana for any purpose and, as such, is not entitled to any benefits associated with an employer/employee relationship. Both parties acknowledge the following: (1) Urbana does not have the authority to dictate how the services permitted under the Permitted Use will be executed but may reserve the right to determine the types of services conducted in compliance with the Lease, zoning regulations, and the quality standards of the Leased Premises and Urbana. (2) Licensee pays Urbana for the use of the Studio, with Urbana not receiving any percentage of Licensee's earnings. (3) Licensee has the autonomy to establish their own pricing and work schedule.

14.         Non Disclosure. Licensee shall not discuss the contents of this agreement with other parties, including rate information.

15.         Liability. Licensee shall defend, indemnify and save harmless Urbana, its officers, directors, agents, servants and employees (collectively, the “Licensor’s Representatives”) from and against any and all liabilities, damages, costs, claims, suits or actions (including reasonable solicitors’ costs on a solicitor and own client basis) in connection with any damage to property, howsoever occasioned, and any injury to any person or persons, including death arising from or out of any occurrence in or upon the Studio and the Leased Premises caused by Licensee or any of Licensee’s officers, directors, agents, servants and employees, save and except to the extent that such damage or injury is due to Urbana’s (or its officers‘, directors‘, agents‘, servants‘ or employees‘) gross negligence or default. This indemnity shall survive the termination of this Agreement, any provision in this Agreement notwithstanding to the contrary.

16.         Default. The occurrence of any one or more of the following shall constitute a material default and breach of the Agreement by Licensee: 

a.       The violation by Licensee of any term of this Agreement or of its attached Schedules, or causing of any nuisance or disturbance.

b.       The failure of Licensee to make any payment of the License fee, or any payment required to be made by Licensee hereunder.

c.        The assignment of this Agreement by Licensee or the transfer of any part of Licensee's interest in this Agreement without prior written approval from Urbana, or the subletting of the Studio under any circumstances.

 d.       Any violation of law by Licensee.

e.       The receipt by Urbana of notification from any insurer that the mandatory insurance coverages specified in this agreement are at risk of being terminated.

 f.        The appointment of a receiver to take possession of all or any part of the assets of Licensee; 

g.       The general assignment by Licensee for the benefit of creditors; 

h.       Any action taken or suffered by Licensee under any provincial or federal insolvency or bankruptcy act if such appointment, assignment or action shall not be set aside, vacated, or discharged within thirty (30) days; 

i.         False or misleading statements in Licensee application filed by Licensee with Urbana.

 j.         Death of Licensee.

17.              Remedies. In the event of a default by Licensee, Urbana may, subsequently, with or without notice or demand and without restricting Urbana in the exercise of any right or legal remedy: 

a.       Terminate this Agreement, in which case Licensee must promptly surrender the Studio and the keys to Urbana. The Studio should be returned in a clean condition. If Licensee fails to do so, Urbana may take possession of the Studio, and all of Licensee's supplies, materials, and tools located in the Leased Premises will be considered abandoned. Urbana will dispose of this property following the guidelines set forth in the applicable provincial law. Urbana is entitled to seek reimbursement from Licensee for all damages incurred due to Licensee's default.

b.       Exercise any other legal or equitable remedy available to Urbana's under the laws of British Columbia.

c.        Apply late fees and/or charges for insufficient funds as determined to be reasonable by Urbana.

18.              Solicitor Fees. In the event of a dispute arising under this Agreement, both parties agree that the prevailing party shall receive, along with any awarded sums or court-ordered relief, reasonable solicitor fees, court expenses, and legal suit costs.

19.              Holdover. If Licensee continues to occupy the Studio beyond the end of the day, Urbana will provide written notice to vacate to the Licensee. The notice will indicate the date by which Licensee must vacate the Studio and settle all outstanding payments as per this Agreement. The Licensee agrees that studio rental fees will continue to accrue and be payable as invoiced until they vacate.

20.              Parking. Public paid street parking is available. Urbana provides no assurances in regard to parking availability or vicinity.

21.              Miscellaneous Provisions.

a.       This Agreement shall be construed and enforced in accordance with and be governed by and interpreted in accordance with the laws of the Province of British Columbia, and the parties attorn to the jurisdiction of the courts of the Province of British Columbia.

b.       The captions of the paragraphs of this Agreement are to assist in the reading of this Agreement and are not part of the terms herein.

c.        If any provision of this Agreement or any part thereof shall for any reason be held to be invalid or unenforceable in any respect, then such invalid or unenforceable provision or part shall be severable and severed from this Agreement and the other provisions of this Agreement shall remain in effect and be construed as if such invalid or unenforceable provision or part had never been contained herein.

d.       The parties will each execute and deliver such further documents, and do such further acts and things, as may be necessary to carry out the commercial intent of this Agreement. 

e.       This Agreement, including all Schedules and any amendments in writing made by the parties from time to time, contains the entire agreement of the parties and there are no express or implied representations, warranties, or arrangements between them.

f.        Any notice or other communication required or contemplated to be given hereunder must be in writing and shall be deemed effective when personally delivered or on the day following the sending when sent by facsimile or other means of electronic communication.

Schedule A

 2026 Studio and License Fees

Mondays $95

Tuesdays $95

Wednesdays $108

Thursdays $108

Fridays $108

Saturdays $108

Sundays $95

Rates are subject to annual increases.

Schedule B

Rules and Regulations

1.     Noise: Licensee shall keep noise to a reasonable level. Urbana will notify the License of noise complaints. Licensee shall remedy the noise disturbance upon receipt of this notice. Further notifications may result in cancellation of this agreement.

2.     Leave no trace: Leave all common areas clean and tidy at all times.

3.     Report damage: If you damage any property on the premises, immediately report to Urbana.

4.     Deliveries: Collect all deliveries within 72 hours of arrival. Uncollected packages will be returned to sender.

5.     Consumables: items left in the common areas will be disposed of unless labelled.

6.     Personal belongings: items left in the common areas will be disposed of unless labelled.

7.     Use of on-site laundry: One load of laundry per day is complimentary. Additional laundry credits can be purchased from Urbana. All items must be removed from the machines promptly or will be moved to the communal hamper. Urbana bears no responsibility for items laundered on the premises.

8.     Safety:  Licensee will not grant access to unknown persons.

9.     Sustainability: License will minimize utility use by turning lights off and keeping appliances off when not in use. Licensee will utilize all recycling services as per posted instructions, with a goal of Zero Waste.