NYC's Virtual Office

Terms of Service Agreement

Please read these Terms of Service (“TOS”) carefully. This Agreement constitutes a binding contract between the user accepting these terms ("The Subscriber") and VH International Business Solutions, Inc. ("The Company"), governing the use of services offered through any of The Company's websites, including https://www.ManhattanVirtualOffice.com (the “Site”).

By checking the opt-in box, clicking “Agree to the Terms of Service,” or otherwise indicating acceptance of this Agreement during the sign-up process, The Subscriber confirms that they have read, understood, and agree to comply with these terms.

If The Subscriber is using the services on behalf of an entity, partnership, or organization, The Subscriber represents and warrants that:

1. They are an authorized representative of that entity with the authority to bind the entity to this Agreement.
2. The entity agrees to comply with and be bound by this Agreement.

Force Majeure:   The Company shall not be held liable for delays or failure to perform any obligations or services under this Agreement caused by circumstances beyond its reasonable control. These include, but are not limited to, pandemics, government shutdowns, acts of God, adverse weather conditions, public enemy actions, fires, casualties, electrical shortages, communication failures, common carrier disruptions, or other events that cannot be mitigated through The Company’s best efforts.

Henceforth, by placing an order and making a payment, The Subscriber confirms that they have thoroughly read, fully understand, and thoroughly agree to the following terms:

1. These terms of service are subject to change at any time without notice. Changes to the terms of service shall become binding upon all parties immediately upon posting to The Company's website at : https://manhattanvirtualoffice.com/tos

2.  The Subscriber acknowledges that this service agreement renews automatically for the same duration (e.g., monthly, bimonthly or every six months) unless one of the parties decides to revise, upgrade or cancel. This service may only be canceled at the conclusion of the agreed prepaid service term and  only after confirming with The Company that all necessary close-out procedures, as outlined below, have been completed.

2.1. Termination of Agreement and Consequences of Unauthorized Use or Actions:

2.1.a.  Upon termination of the subscription, The Subscriber agrees to promptly remove The Company's Business Address from all materials, including but not limited to websites, correspondence, business cards, stationery, advertisements, trade publications, third-party websites and platforms, banking accounts, and all other business accounts and related paraphernalia.

If The Subscriber continues to use The Company's Business Address on any such materials after cancellation, The Subscriber will remain liable for, and The Company reserves the right to charge The Subscriber's account for, any services or fees applicable to the continued use of the Business Address as if the subscription and services were still active. The Subscriber hereby understands that the 'ADDRESS' is the product, and that any continued association with the address in any way whatsoever constitutes continued use of the product.

2.1.b. The Company may immediately terminate this agreement by providing notice to The Subscriber via email or other electronic communication to the contact information provided in the Application, without the need for any additional procedure, if The Subscriber, The Subscriber’s Agent, or The Subscriber’s Customers become rude, belligerent, or unreasonable.

2.1.c. The Company may also put an end to this agreement if The Subscriber uses or associates The Company's address with any unauthorized name or lists The Company's address on any States' records or any jurisdiction as the RA (Registered Agent) or Service of Process address without The Company's consent and proper documentation.

2.1.d. Upon termination of your subscription, The Company shall not be responsible or liable for updating your address on any official company documents, stationery, business cards, licenses, and/or permits that feature our address. In the event of subscription cancellation or termination by The Company, it is your responsibility to notify all relevant parties and governmental agencies to update your address accordingly.

2.1.e.  The Company may immediately terminate this agreement by providing notice to The Subscriber via email to the contact information provided in the Application or through other electronic means to the contact information provided by The Subscriber. Termination may occur without the need for any additional procedure if The Subscriber becomes insolvent, bankrupt, enters liquidation, or becomes unable to pay its debts as they become due. Termination may also occur if The Subscriber is in breach of any of its obligations under this Agreement that cannot be remedied, or if The Subscriber’s conduct, or that of anyone connected to The Subscriber at The Company’s location (with or without The Subscriber’s permission or invitation), is deemed by The Company, in its sole discretion, to be incompatible with ordinary office use.

2.1.f. The Subscriber understands that following the approval of the business trade name by The Company, any alterations to the approved name, including changes to entity status, are strictly prohibited.

2.1.g. Authorized User: The account is limited to the use of the single professional (The Subscriber) who created the account. Sharing of the office address or account access with any unauthorized individual, including but not limited to partners, associates, or colleagues, is strictly prohibited.

2.1.h. Multiple Professionals: If multiple professionals within a practice or firm require access to the Services, including but not limited to use of the office address, each professional must create a separate account.

2.1.i. Detection and Termination: We reserve the right to monitor account activity and may terminate accounts found to be in violation of these terms, including unauthorized use by multiple individuals.

2.1.j. Liability: The account holder shall be solely responsible for any activity that occurs under their account, including unauthorized use.

3. The Subscriber is responsible for the language and conduct of their team and guests. The Subscriber is solely responsible for its guests' or visitors' behavior; failure to control clients' or guests' behavior within the office or office building or with office or building personnel will result in immediate account closure. The Subscriber is also responsible for how their business associates use The Company's address regardless of the status of their associates with The Company.

4. The Subscriber must only use the office location for private office purposes only and only after an approved appointment. Office use of a “retail”, “public” or of a “walk-in” nature, involving frequent visits by the general public, is not permitted.

5. The Subscriber understands that office visits are strictly by appointment only and understands that it is solely responsible of notifying its clients and guests of this.

6. The Subscriber must comply with all relevant laws and regulations in the conduct of its business.

7. The Subscriber must do nothing illegal in connection with its use of The Company’s office location or address.

8. The Subscriber must not do anything that may interfere with the use of the office by The Company or by others, cause any nuisance or annoyance, increase the insurance premiums The Company has to pay, or cause loss or damage to The Company (including damage to reputation).

9. Use of the meeting space:

9.1. The subscription fees The Subscriber has agreed to include: a) Use of an office mailing address. The Subscriber understands that meeting space is not included with the base virtual office subscription dues but available as an add-on feature. Meeting space usage is subject to availability at the advertised hourly rate.

9.2. The Subscriber understands that the meeting space is available on a first-come first-served basis and based on availability.  If The Subscriber cannot understand what a first come first served basis is or wishes not to cooperate with the notion of a waiting list or a first come first serviced system, The Company recommends The Subscriber stop the subscription application process here and move on without applying for service.

9.3. The Subscriber may not assign their right to office or meeting room hours to any third party and must be present during the usage of the space.

9.4.  All usage of facilities will be for lawful purposes only.

9.5.  The Subscriber agrees to abide by all reasonable rules and regulations regarding facilities usage for themselves as well as their guests.

10. The Subscriber shall, at all times keep The Company informed of his/her current mailing address, email address and telephone number.

11. The Subscriber is responsible for all postage costs, mail-handling, mail storage, mail disposal charges, unauthorized name charges and all fees incurred by use of the service. This is inclusive of, but not limited to the handling of first-class mail, fliers, catalogs, packages and returned mail.

11.1. The Subscriber may request a courtesy detailed activity statement, for a quarter time period, preceding the date of request.  Requests beyond a previous quarter from the date of request are subject to administrative costs.

12. The Subscriber understands that all mail must be forwarded or removed from The Company’s premises at least once a month, or as otherwise determined by The Company. Any mail left on the premises for more than thirty (30) days will incur storage charges at a minimum rate of $1 per calendar day. The Company will not store any items for more than ninety (90) days. After ninety (90) days, any remaining items will either be returned to the sender or destroyed if a courtesy return service is unavailable.

13. If The Subscriber has selected the mail scanning option (also referred to as the "mail notification option"), The Subscriber authorizes The Company to scan the exterior of their mail and/or take photos of their correspondence. The Company reserves the right to refuse scanning any mail or mail content deemed unreasonably excessive. For the purposes of this Agreement, "unreasonably excessive" refers to mail or content that significantly exceeds five (5) items per week or twenty (20) items per month.

14. The Subscriber understands that he/she will always maintain enough account handling funds on file and will replenish such funds upon depletion.

15. The Subscriber agrees to conduct his/her business with The Company in an honest and ethical manner.

16. The Subscriber agrees not to advertise The Company’s address without first obtaining written consent. This does not apply to business cards, the Subscriber's registered primary website, or the receipt of standard correspondence.

16.1. The Subscriber acknowledges that listing The Company’s address on State Records as a Registered Agent address and/or Service of Process address is not included in the standard virtual office subscription service. Any use of The Company’s address on State Records, including but not limited to New York State or similar filings with any State, will incur an automatic annual fee of $100.

The Subscriber further understands that the Registered Agent and/or Service of Process service is not offered as a stand-alone service. The Virtual Office subscription must remain active and in good standing for the Registered Agent and/or Service of Process service to be valid. Additionally, only names expressly approved by The Company may be listed on State Records.

The Registered Agent and/or Service of Process Agreement will remain in effect for the period specified in the schedule provided to The Subscriber. However, this Agreement will automatically terminate under the following circumstances:

• The premises, suite, or building where the office address is located is damaged, destroyed, or taken under eminent domain.
• The master lease for the premises is not renewed by the landlord.

In such events, The Company’s sole liability will be limited to suggesting a suitable alternative location, if available, at another designated Office Center.

The Subscriber acknowledges that all costs associated with changes or updates to the address on State Records are solely the responsibility of The Subscriber.

16.2. The Subscriber acknowledges that each individual subscription permits the use of only one (1) approved business or trade name. No variations of the approved business or trade name may be associated with the address, including but not limited to any Doing Business As (D.B.A.) names, domain names, or spelling variations.

Furthermore, if the Subscriber’s business or trade name is a registered legal entity (e.g., LLC, Inc., Ltd), the Subscriber must disclose this information to The Company during the application process. 

17. The Subscriber acknowledges that the subscription is for a virtual office, also referred to as a vanity address, and does not constitute a "primary place of business." The Subscriber further understands that this arrangement establishes only a service relationship and does not confer any tenancy rights or real property interest in any leasehold or asset owned by The Company.

17.1. The Company does not guarantee that the business address provided will be accepted by Google My Business, banks, or local, state, or federal agencies. The Subscriber is strongly encouraged to contact the appropriate agencies to confirm their address requirements before entering into this service agreement. Acceptance of a virtual office address is solely at the discretion of the respective third party. The Company assumes no responsibility for any loss resulting from the rejection of the address.

18. Limitation on Liability:

18.1. The Subscriber agrees that the services are provided on an “as is” basis without any warranties (whether expressed or implied). All implied warranties, including warranties of merchantability, correctness, completeness, timeliness, currency, or otherwise are disclaimed.

18.2. Upon termination of The Subscriber's subscription, The Company shall not be responsible or liable for changing your address on any and all official company documents, stationery, business cards, licenses, and/or permits that have our address. Should you cancel your subscription and/or have your subscription terminated by The Company, you must contact all relevant parties and governmental agencies to change your address.

18.3. The Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, whether in an action for or arising out of breach of contract, tort or any other cause, even if advised of the possibility of such damages.

18.4. The Subscriber understands that The Company is merely a conduit for protected information, health, personal, legal or otherwise, and is not a business associate and/or contractor and/or subcontractor.

18.5. The Subscriber’s use and operation of the services provided by The Company is at The Subscriber’s sole discretion and risk.

18.6. The term of this Agreement shall be for the period specified in the Schedule provided to The Subscriber. However, this Agreement shall automatically terminate if the Premises, Suite or Building are damaged or destroyed, or are taken by the power of eminent domain or if the master lease on the premises is not renewed by the Landlord of said premises.

18.7. In the event that The Company is no longer able to provide the services at the designated Office Address and Suite stated in the Service Confirmation Agreement because of circumstances beyond The Company's control, due-to, but not limited to: loss of lease, fire, destruction, damage, act of terrorism, and anything that would render the address defunct for use, then this agreement will automatically end. The Subscriber understands that under such an event the only liability of The Company under aforementioned circumstances will be limited to suggesting and/or finding suitable alternative for The Subscriber, if possible, at another designated Office Center. If The Subscriber chooses to accept an alternate office address designated by The Company and only if said alternate office address is operated by The Company, The Subscriber understands that The Company’s only liability will be that of providing one-(1) additional month of address service at no additional cost, the an existing agreement, to The Subscriber under the new designated office address operated by The Company.

19. The Subscriber agrees to abide by provisions of the U.S.P.S., The Company as well as Local, State and Federal statutes and regulations, failure to do so can result in cancellation of service without notice. 

20. The Subscriber understands that The Company reserves the right to open any package or parcel to determine the contents for the purpose of completing the necessary customs paperwork on international shipments and if necessary, repack the item(s) to reduce the shipping cost on air shipments using dimensional weight rules.

21.  The Subscriber understands that any package or parcel received must contain only correspondence with no commercial value. The weight of any correspondence shall not exceed 3.9 lbs, and the height/thickness shall not exceed three-eighths (3/8) of an inch. Any items exceeding these dimensions may incur additional materials and labor charges, or at The Company's discretion, may be refused outright. Mail handling, forwarding, and postage costs will be charged according to the current fee schedule. The Subscriber authorizes The Company, its employees, agents, and officers to accept and sign for all Certified, Registered, and Insured Mail, as well as any items delivered by courier services (e.g., FedEx, UPS, DHL, Messenger, etc.) during the Subscriber’s use of The Company’s services and while in good standing. The Subscriber agrees that The Company and its employees, agents, and officers shall not be held responsible for such items.

22. The Subscriber understands The Company will sign for any item/mail and re-mail it to in the same fashion received, when possible, for a service fee of $3 per required signature, plus the cost of forwarding and postage.

23. Any mail addressed to The Subscriber that includes a name or business name not listed in The Subscriber's application, or if The Subscriber receives mail under an unauthorized name, will incur an Unauthorized Username Fee starting at a minimum of $10, which may escalate up to $500. If The Subscriber continues to receive mail under an unauthorized name, The Subscriber risks having the mail returned to the sender at The Company's discretion. In the event of a blatant attempt to ignore The Company's request to cease associating the address with unauthorized names, The Subscriber’s account may be suspended.

24. The Subscriber understands that The Company will not knowingly handle any illegal mailing through this mail-forwarding and re-mailing service and if this happens will turn information over to the Postal Inspectors and Authorities.

25. The Subscriber acknowledges and fully understands that The Company does not directly deliver mail to The Subscriber. The Company is not responsible for any failure, delay, or damage caused by the United States Postal Service or other carriers in the delivery of mail.

Additionally, The Subscriber accepts full responsibility for compliance with all applicable laws and regulations. The Subscriber agrees to reimburse The Company for any legal expenses or time incurred due to violations or issues arising from The Subscriber’s actions.

26. The Subscriber acknowledges that The Company shall not be held liable for any loss arising from any act, omission, neglect, delay, or default by The Company or its employees or agents, whether arising under contract, by law, or due to negligence or other tortious conduct.

27. The Subscriber will fully indemnify and keep indemnified The Company against any expense, costs, claims, damages or penalties incurred by The Company in the execution of this Agreement or ancillary thereto however occasioned.

28. The Subscriber understands that upon termination of service or failure to pay service fees, The Company shall have no responsibility to make The Subscriber’s mail available without payment thereafter. The Subscriber understands that U.S.P.S. will not forward mail without payment, will not return mail to sender and will not accept change of address. If The Subscriber wishes to receive any mail received the termination date, The Subscriber shall provide The Company with a forwarding address and pay the required fees for mail forwarding. In the event The Subscriber fails to do this, The Company shall refuse further mail, and in the case of mail already received, retain such mail for not more than ninety (90) days, after which it will be destroyed or returned to the Post Office.

29. The Company reserves the right to refuse an application for a subscription without giving a reason or to renew an existing application or to terminate an account if The Company has reasonable cause to believe that the account is used for illegal purposes.

30. If The Subscriber has subscribed to any of The Company's services requiring a virtual phone/voicemail/fax virtual number, The Subscriber understands the following:

30.1. The Company makes no warranty, express or implied, with respect to the provision by it of the services offered and disclaims any expressed or implied warranty or merchantability of fitness for a particular purpose or use with respect to such services.

30.2. The Company will use its best efforts to maintain uninterrupted service.

30.3. The Company is not responsible for uncompleted or irretrievable messages or beeps as a result of power and/or equipment failure, and, because damages cannot be calculated in advance.

30.4. The Subscriber agrees that the maximum award for damages for any other reason will be equal to one (1) month's basic service charge. The liability of The Company or any supplier of services to The Company for actual proven damages for any cause whatsoever, including, but not limited to, any failure of disruption of services provided hereunder, regardless of the form of action, whether in contract or in tort or otherwise, including charges, and in no event shall The Company or any supplier of services to The Company be liable for any special or consequential damages.

30.5. The Subscriber agrees that these liquidated damages are reasonable under the circumstances existing at the time this agreement was made.

30.6.  The Subscriber understands that The Subscriber is not purchasing an actual phone/voicemail/fax number, The Subscriber is subscribing to a virtual phone/voicemail/fax service and therefore, any issued numbers are NOT portable. While it is our desire to maintain the advertised message storage capacities and time values at all times, they may be changed without notice whenever necessary to maintain the overall integrity of the computer systems and uninterrupted service.

30.7. The Subscriber understands that any virtual phone/voicemail/fax service/s is/are not available as stand-alone service/s and an active Virtual Office/Address Subscription must be kept, and kept in good standing, to subscribe to and keep any virtual phone/voicemail/fax service/s.

31. These Terms of Service and service rates may be updated periodically. The Subscriber understands that it is their responsibility to regularly review the Website and Terms of Service to stay informed. Any changes to the Terms of Service will become binding on all parties immediately upon being posted to The Company's website at: https://manhattanvirtualoffice.com/tos.

All services and associated incidentals, including but not limited to account maintenance charges, are payable in advance. The Subscriber is responsible for how the address is advertised, used, or distributed.

Furthermore, The Subscriber understands that if the address continues to be used, displayed, or advertised in any form, even if The Subscriber has opted out of the automatic renewal option, The Company reserves the right to automatically renew The Subscriber's account. The renewal will be charged using the last credit card on file for a period of up to one year, or at the current non-discounted monthly rate, including a reinstatement fee of at least $35, starting from the date of the last scheduled renewal.

32. The Subscriber confirms that they have thoroughly read, fully understand, and thoroughly agree to the following terms:

1. No Chargeback Policy:

• Agreement: The subscriber agrees not to initiate chargebacks for ANY REASON, including accidental chargebacks ("friendly fraud") or intentional fraud.
• Scope: This applies to all types of chargebacks, regardless of intent, and includes fraud-related issues.

2. Account Closure Procedure:

• Notice Requirement:

• Timing: The subscriber must contact the company at least TWO-(2)weeks before their next scheduled renewal date if they wish to close their account.

• Goal:

• Avoid Additional Charges: This ensures that the subscriber avoids being charged for another renewal period and receives the necessary steps for proper account closure.

• Failure to Notify:

• If the subscriber does not notify The Company before the next scheduled renewal date, it will be considered as an intent to continue with the service.
• In other words, not contacting the company on time will be interpreted as the subscriber wanting to keep their account active, and they will likely be charged for the next period of service.

3. Chargeback Consequences:

• Full Responsibility: If a chargeback is initiated, the subscriber is held responsible for the full amount of the chargeback.
• Additional Costs: This also includes any fees, fines, or penalties that may be charged by payment processors or card networks due to the chargeback.

4. Legal Action:

• Right to Pursue Legal Action: The company retains the right to take legal action to recover funds related to chargebacks, using any legal means available.
• Pursuit of Full Compensation: The subscriber is liable for the full chargeback amount plus any other costs, and the company has the right to pursue the funds aggressively.

5. Recovery of Funds:

• Recovery Mechanisms: The company has several ways to recover funds, including:

• Debiting the subscriber’s bank account.
• Debiting the subscriber’s reserve account.
• Offsetting amounts the subscriber owes to the company.

• Immediate Payment: If the company cannot recover the chargeback funds, the subscriber agrees to pay the full amount immediately upon demand.

6. Fraudulent Behavior:

• Bypassing Procedures: If the subscriber tries to bypass the proper account closure procedures or any other terms of the agreement, the company considers this fraud.

• Types of Fraud: The company lists specific types of fraud:

• Credit card fraud.
• Banking fraud.
• Postal fraud.
• Identity fraud.
• Theft of services.

Legal Consequences: These actions will be addressed and pursued by the company legally, which might involve law enforcement and other authorities.

33. The Subscriber understands that all completed, processed, approved applications, and current subscriptions, renewals, and fund replenishments are final with no refunds and are non-transferable.

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