Terms of Business

Fluxo UK Terms of Business
Last updated: November, 2025

1. OVERVIEW
‍These Terms of Service (“Terms”) form a legally binding agreement between you (“User,” “Company,” or “Venue”) and Fluxo Platform UK Ltd (“Fluxo,” “we,” “us,” or “our”), a company incorporated in England and Wales with registered number 16849327and registered office at 85 Great Portland St, London, W1W 7LT..Fluxo operates an online platform and related services (the “Platform”) that enable Venues to list workspaces and Users to discover and book those spaces. Where Fluxo provides bespoke introduction or brokerage services (for example, via Fluxo Match or Deal Desk), those services are governed separately under a Broker Agreement between Fluxo and the Venue.By accessing or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Platform.

2. KEY DEFINITIONS
User - any individual or organisation using the Platform to browse, book, or manage workspace access.
Company - a User that is a business or organisation (e.g., team or enterprise bookings).
Venue - any individual or organisation offering a Space via the Platform.
Space - any workspace, office, desk, meeting room, studio, event area, or similar environment.
Instant Booking - a booking confirmed automatically via the Platform (e.g., passes, ad-hoc rooms).
Base Booking - a recurring or longer-term arrangement (typically monthly) between a Venue and a Company.
Event Booking - a one-off or time-limited private hire (events, large meetings, venue hire).
Booking Amount - the total amount payable by a User for a Space, including Venue charges, taxes, fees, or surcharges.
Platform Fees - fees charged by Fluxo to Users and/or Venues for access to and use of the Platform and related services.
Space Agreement - the agreement between Venue and User/Company governing use of a Space.
Stripe - Fluxo’s payment processor (including Stripe Connect) used to process payments and payouts.
Broker Agreement - a separate written agreement between Fluxo and a Venue governing introductions, brokerage, and commission payments, where applicable.

3. FLUXO’S ROLE (PLATFORM)
‍3.1  Fluxo provides an online platform facilitating discovery, communication, and transactions between Venues and Users/Companies, together with associated payment-facilitation and administrative tools (the “Services”).
3.2  For Platform-processed bookings, the Venue appoints Fluxo (and Stripe) as its limited payment-collection agent to collect amounts from Users and remit payouts to the Venue, net of amounts due under these Terms. This limited agency ends automatically after settlement.
3.3  Fluxo is not a bank, escrow, or authorised payment institution. Payments are processed by third-party providers (including Stripe) under their own terms.
3.4  Venues alone control, operate, and maintain Spaces and are responsible for compliance with health, safety, building, accessibility, licensing, and other laws. Fluxo does not warrant the condition, legality, or suitability of any Space.
3.5  Fluxo may integrate third-party tools (payments, calendars, access systems). Those third-party services are governed by their own terms and policies.
3.6  Fluxo may modify, enhance, or discontinue features without notice. The Platform is provided “as is” and “as available.”
3.7  Nothing in these Terms creates partnership, employment, fiduciary, or agency status between Fluxo and any party, other than the limited payment-collection role described above.
3.8  Fluxo may also provide separate introduction or brokerage services governed by a Broker Agreement. These Terms apply only to Platform activity.

4. ELIGIBILITY; ACCOUNTS
‍4.1 You must be at least 18 and have capacity to contract. Provide accurate registration information and keep it updated. You are responsible for all activity under your account and for safeguarding login credentials.

‍5. VENUE OBLIGATIONS
‍5.1 Venues agree to:(a) provide accurate listings, pricing, availability, rules, and restrictions;(b) ensure Spaces are safe, compliant, and work-ready;(c) honour confirmed bookings and provide access as described;(d) maintain appropriate insurances and provide proof on request;(e) comply with all applicable laws;(f) maintain price parity—pricing on Fluxo must be commercially no less favourable than for the same Space and conditions offered via the Venue’s own channels or other marketplaces;(g) disclose any additional requirements (IDs, waivers, approvals).

6. USER/COMPANY OBLIGATIONS
‍Users and Companies agree to:(a) use Spaces lawfully and follow Venue rules and building policies;(b) pay Booking Amounts via the Platform;(c) avoid hazardous, illegal, or nuisance activities;(d) accept responsibility for damages they cause;(e) not circumvent Fluxo to avoid Platform Fees.

7. BOOKINGS, CHARGES AND PAYMENTS
7.1 Instant Bookings (Pass/Space)(a) Full payment is collected at booking via Stripe.(b) Platform Fees are displayed at checkout and are non-refundable once confirmed, except for Venue error or cancellation.(c) Payouts to Venues are remitted monthly, net of fees, refunds, and adjustments.(d) All payments for Instant Bookings must occur through the Platform. Requesting or accepting off-Platform payment is a material breach.
7.2  Base Bookings (Longer Term)(a) Unless otherwise stated, Base Bookings bill monthly via Stripe or as agreed between Venue and Company.(b) Renewal, extension, and termination of any Base Booking are governed solely by the Space Agreement between Venue and Company. Fluxo is not a party to that agreement.(c) For billing purposes only, Fluxo implements changes upon joint written instructions from Venue and Company, or upon clear documentary evidence of change.(d) If Venue and Company disagree, Fluxo may continue billing per the last undisputed terms or pause future cycles and await resolution, at its discretion.
7.3 Event Bookings (Venue Hire / Large Meetings)(a) Payment in full is due at booking, unless otherwise stated.(b) Cancellations:• 14+ days before event: full refund minus fees;• 7–14 days before event: 50% refund;• < 7 days before event: non-refundable.
7.4  Security Deposits(a) Certain listings may require a refundable Deposit or card Pre-Authorisation (“Security Amount”), disclosed on the listing and at checkout.(b) Fluxo acts only as the Venue’s limited collection agent for Security Amounts processed through the Platform. Fluxo is not a landlord, insurer, escrow agent, or regulated custodian.(c) If no claim is made by the Venue within 48 hours after the booking ends, Fluxo will refund a Deposit or release a Pre-Authorisation within 5 business days, subject to processor rules.(d) If the Venue submits a timely claim with reasonable evidence of chargeable loss, Fluxo may, in its reasonable discretion as limited agent, apply or capture up to the Security Amount and release any remainder.(e) Any dispute beyond the Security Amount is between Venue and Company under their Space Agreement and applicable law.

8. TAXES PRICING AND FEES
‍8.1 (a) Fluxo’s fees are exclusive of VAT, which will be added at the prevailing rate where applicable.8.1 (b) Venues are responsible for their own taxes on payouts and for any statutory invoicing/receipting obligations for Space charges.8.1 (c) Transactions are processed in the currency shown at booking; where conversion occurs, processor rates and fees apply.8.1 (d) Applicable Platform Fees (including commissions, user fees, and processing charges) are set out in the Fluxo Fee Schedule (U.K.) or Broker Agreement, which is incorporated into these Terms by reference.8.1 (e) Fluxo may update the Fee Schedule with 30 days’ notice (email and/or in-product). Continued use after the effective date constitutes acceptance.

9. PAYOUTS; CHARGEBACKS; SET-OFF, NEGATIVE BALANCES
‍9.1  Fluxo aggregates Venue payouts monthly via Stripe Connect to the Venue’s linked account (or as otherwise agreed for Platform-processed bookings).
9.2  Fluxo may offset refunds, chargebacks, penalties, or other amounts against payouts. If chargebacks exceed available funds, Fluxo may charge the Venue’s linked payment method or invoice the Venue. Venues must promptly provide reasonable evidence to contest chargebacks.
9.3  If a Venue balance becomes negative, Fluxo may net against future payouts, debit a payment method, or issue an invoice payable within 10 days. Late amounts may accrue interest at 4% per annum above the Bank of England base rate, and the Venue agrees to reimburse Fluxo’s reasonable collection costs, including legal fees.

10. CANCELLATIONS AND REFUNDS (GENERAL)
‍10.1  Instant Bookings• User cancels 48+ hours before scheduled start: full refund (minus fees).• User cancels within 48 hours of scheduled start: non-refundable.• Venue cancels: full refund to User; any Venue payout for that booking is withheld or reversed.
10.2  Events – as per Clause 7.3.
10.3  Bases – as per Clause 7.2 (billing reflects the underlying Space Agreement between Venue and Company).
10.4  If a booking is fully refunded, Fluxo’s Platform Fees for that booking are reversed. For partial refunds, Fluxo’s fees reduce pro-rata to the net amount actually collected.
10.5  Nothing in these Terms affects statutory rights of consumers under U.K. law.

11. FluxOS OPERATOR TOOLS 
‍11.1  FluxOS may include invoicing, recurring billing, analytics, guest/visitor tools, and related operator features for Venues.
11.2  Unless otherwise agreed, Fluxo charges 5% monthly processing on amounts FluxOS bills/collects (or 5% total on one-off invoices, optionally split between Venue and User).
11.3  Venue-provided operational data remains the Venue’s; Platform metadata and derived analytics belong to Fluxo. Upon termination and request, Fluxo will provide a reasonable export of core transactional records within 30 days, subject to settlement of amounts due.
11.4  FluxOS is provided on a commercially reasonable-efforts basis without uptime or results warranties.

12. LISTINGS, CONTENT AND IP
‍12.1  Venue Content Licence. Venues grant Fluxo a non-exclusive, worldwide, royalty-free licence to use, reproduce, modify, and display listing content (including names, marks, images, and descriptions) to operate and promote the Platform and the Venue’s Spaces.
12.2  User Content and Reviews. Users may submit content (e.g., reviews, feedback). Users grant Fluxo a non-exclusive, worldwide, royalty-free licence to use and display such content for Platform operation and promotion.
12.3  Notices of Infringement. If you believe content infringes IP rights, notify legal@fluxo.work with sufficient detail; Fluxo may remove or disable access consistent with applicable law.
12.4  Brand Publicity. Fluxo may identify Venues and Companies by name and logo as Platform participants (e.g., on the website, decks, case studies). You may opt out by written notice.
12.5  Venue IP Indemnity. The Venue will indemnify Fluxo against third-party claims alleging that Venue-submitted listing content (including images, logos, and descriptions) infringes intellectual property rights, except to the extent caused by Fluxo’s modifications. Liability under this clause is capped at the Platform (and, if applicable, Brokerage) Fees paid by the Venue to Fluxo in the 12 months preceding the claim.

13. PROHIBITED USES
‍13.1 You may not: (a) violate laws or third-party rights; (b) misrepresent identity or payment information; (c) engage in fraud, money laundering, or sanctions violations; (d) interfere with Platform operations, security, or data; (e) reverse engineer, scrape, or misuse the Platform; or (f) use Spaces for hazardous, illegal, or nuisance activities.

14. PRIVACY AND DATA (UK GDPR)
‍14.1  For U.K. Users and Venues, Fluxo UK Ltd acts as data controller for core Platform operations.
14.2  Details of legal bases, transfers outside the U.K., and sub-processors (including Stripe) are set out in the Privacy Policy. Where personal data is transferred outside the U.K., appropriate safeguards are used.

15. DISCLAIMERS; LIMITATION OF LIABILITY
‍15.1  The Platform is provided “as is” and “as available” without warranties of any kind, to the fullest extent permitted by law.
15.2  Fluxo does not warrant the quality, condition, safety, legality, or availability of any Space.
15.3  Subject to Clause 15.5, Fluxo’s aggregate liability to you arising out of or relating to the Services is limited to the total Platform Fees paid by you to Fluxo in the 12 months preceding the event giving rise to the claim.
15.4  Fluxo is not liable for indirect, incidental, punitive, special, or consequential losses (including loss of profits, revenue, data, or goodwill).
15.5  Nothing in these Terms excludes or limits liability where it would be unlawful to do so, including for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation. Your statutory rights are not affected.

16. INDEMNITY
‍16.1 You will indemnify Fluxo and its officers, directors, employees, and agents against claims arising out of: (a) your breach of these Terms; (b) your use of the Platform or a Space; or (c) your breach of law or third-party rights.

‍17. SUSPENSION; TERMINATION; SURVIVAL
‍17.1 Fluxo may suspend or terminate access for breach, risk, or compliance reasons. You may close your account at any time. Sections intended to survive (including fees owed, IP licences, disclaimers, limitations, indemnities, and governing law) survive termination.

‍18. GOVERNING LAW AND JURISDICTION
‍18.1 These Terms and any non-contractual obligations arising out of or in connection with them are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.

‍19. MODIFICATIONS TO TERMS
‍19.1 Fluxo may update these Terms with 30 days’ notice (email or in-product). Continued use after the effective date constitutes acceptance. If you do not agree, stop using the Platform before the changes take effect.

‍20. NOTICES; ELECTRONIC COMMUNICATIONS
‍20.1 You consent to receive notices electronically. Fluxo may deliver notices via email, the Platform, or your account. You must maintain a valid email address.

‍21. ASSIGNMENT
‍21.1 Fluxo may assign these Terms to an affiliate or successor by merger, acquisition, or asset sale. You may not assign without Fluxo’s prior written consent.

‍22. FORCE MAJEURE

‍22.1 Fluxo is not liable for delay or failure caused by events beyond its reasonable control, including acts of God, war, terrorism, labour disputes, internet or power failures, or government actions.

‍23. SEVERABILITY; WAIVER; ENTIRE AGREEMENT; ORDER OF PRECEDENCE
‍23.1 If any provision is invalid or unenforceable, the remainder remains in effect. No waiver is effective unless in writing.
23.2 These Terms and the Privacy Policy, together with any executed Broker Agreement (for introduction and brokerage services, where applicable), are the entire agreement regarding your relationship with Fluxo.
23.3 In case of conflict:(i) a written, executed addendum or Broker Agreement controls over these Terms for the subject matter it covers; and(ii) these Terms govern over any marketing, help content, or other informal communications regarding Platform use.

‍24. CONTACT
‍Fluxo Platform UK Ltd
Registered number: 16849327
Registered office: 85 Great Portland St London, W1W 7LT
Legal: legal@fluxo.work

‍25. CONFIDENTIALITY
‍Each party (“Recipient”) may receive non-public information of the other party (“Discloser”) that is confidential. Recipient will: (a) use Confidential Information only to perform or receive the Services; (b) not disclose it except to affiliates, employees, advisers, and contractors under similar obligations; and (c) protect it with reasonable measures. Standard exclusions (public, already known, independently developed, or legally compelled disclosures) apply. This clause survives termination.

‍26. ANTI-BRIBERY, MODERN SLAVERY AND SANCTIONS
‍Each party will comply with applicable anti-bribery and corruption laws (including the Bribery Act 2010), modern slavery laws (including the Modern Slavery Act 2015), and applicable sanctions and export control laws. Fluxo may suspend or terminate the Services immediately for suspected breach.

‍27. THIRD PARTY RIGHTS
‍Except as expressly stated, no person other than a party has any right to enforce any term of these Terms under the Contracts (Rights of Third Parties) Act 1999.