FURLENCO SUBSCRIPTION TERMS AND CONDITIONS

These terms and conditions ("T&C") are an invitation to offer for subscription of Experience (as defined hereinafter) from KIERAYA FURNISHING SOLUTIONS PRIVATE LIMITED, having its registered office at 2nd, 3rd & 4th Floor, "Krishna Annex", Survey No- 8/12, 9/183, Opp. Central Silk Board Junction (Sector-6 HSR Layout), Bangalore-560068 ("Company"), which owns and operates the brand ‘Furlenco’ for renting of various pre-defined solutions for home furniture, soft furnishings, home décor and appliances. You can agree to the T&C by clicking to the box shown below.

TERMS AND CONDITIONS

1. Definitions

In this T&C, unless the context otherwise requires, the following capitalised words and expressions shall bear the meaning ascribed to them here-in-below:

1. "DELIVERY DATE" means the date on which the Company accepts the offer made by the Subscriber by delivery of relevant Experience to the Subscriber;

2. "EXPERIENCE" means and includes a pre-defined package consisting of home furniture, home décor and appliances offered in various Ranges.

3. "MINIMUM SUBSCRIPTION PERIOD" means the period of 3 (three) months commencing from the Delivery Date or such other longer period as may be determined by the Company under the Subscription Programme from time to time.

4. "PAUSE" means the temporary hold, as may be requested by the Subscriber on the running of the Subscription which later resumes without affecting the benefits accumulated prior to the exercise of such Pause.

5. "RANGE" means a type of Experience, as more specifically detailed in the Subscription Programme.

6. "SUBSCRIPTION PROGRAMME" shall mean the "Furlenco Subscription Programme " of the Company, as more fully described in Annexure I and amended from time to time, which will come into force on and from the Delivery Date.

7. "SECURITY DEPOSIT" means the interest free amount deposited with the Company by the Subscriber on the terms and conditions as for respective Experience(s) or any part thereof, as set out under the Subscription Programme.

8. "SUBSCRIBER" or "YOU" shall mean any person making the offer to the Company to avail Experience as per this T&C.

9. "SUBSCRIPTION" means the non-exclusive and non-transferable right to use the Experience(s) or any part thereof for your personal consumption as per this T&C.

10. "SUBSCRIPTION FEE" means monthly fee payable for Subscription of an Experience by You.

11. "SUBSCRIPTION PERIOD" shall mean the period for which the Subscriber has undertaken the Subscription which period shall not be less than the Minimum Subscription Period.

12. "THEME" shall mean a particular variant under a Range.

13. Any definition not defined in this T&C shall have the same meaning as ascribed to it in the Subscription Programme, described more fully in Annexure I.

2. Offer for Subscription Programme

14. Your acceptance (to this T&C) shall be an offer to the Company  to subscribe to the Experience on the terms and conditions herein. Your offer to the Company to subscribe to the Experience shall be valid for a period of 30 days. The Company can accept your offer in its sole discretion by delivery of Experience or in writing. Upon acceptance of the offer by the Company, You and the Company will be bound by the terms of this T&C and the relevant Subscription Programme.

15. This T&C read together with the Subscription Programme shall govern the Subscription of Experience(s).

16. In the event of conflict between terms of the Subscription Programme and this T&C, the terms under Subscription Programme shall prevail.

17. The Company has the sole and absolute right to amend the Subscription Programme and the terms and conditions of this T&C at any time in its sole discretion and the continued Subscription by you for 7 (seven) days from such amendment shall constitute your consent to such amendment to the Subscription Programme and this T&C.

18. Any or all such changes in the Subscription Programme and/or in the T&C shall be electronically intimated by the Company by making necessary announcements on its website.

3. Subscription of Experience

19. Subject to Clause 2.2, the specific terms and conditions of Subscription of an Experience shall be as per the prevailing Subscription Programme.

20. The Experience shall always be the lawful property of the Company, its assignees or any third party to whom part or all of the Experience has been sold/ transferred by the Company.

4. Request for Subscription

21. The Subscriber shall place an offer to the Company as per the T&C to avail Subscription of Experience through web / mobile app page in the format acceptable to the Company indicating the willingness to subscribe for a particular Experience with a chosen Theme along with the related costs, fees and other charges.

22. The Subscriber represents and warrants to the Company that all the information provided to the Company, either at the time of making the offer, is and will be, true and accurate in all respects and will not be misleading on the date hereof, during the time when offer is subsisting or during the Subscription Period (if applicable). The Subscriber agrees and acknowledges that the Company has relied on such information while accepting the offer from the Subscriber.

23. Any and all personal data and financial information (including the credit score) whether relating to the Subscriber, its personnel or other data subjects, shall be provided by the Subscriber to the Company in compliance with applicable data protection laws and the Subscriber, from the date hereof, permits the Company to process and transfer such data itself and by its branches, representative offices, subsidiaries, affiliates, legal and regulatory authorities and designated third parties for enabling the Company to assess the offer made by the Subscriber or to undertake legal compliances (including inter alia undertaking KYC) applicable to the Company in relation to the proposed Subscription or providing services or Experiences to the Subscriber or for enabling the Company to manage the relationship with the Subscriber or undertaking statistical and risk analysis, reporting and for compliance with the applicable laws.

24.  The Subscriber allows the Company to access their credit information from Credit Information Companies in order to assess their creditworthiness and curate personalized products.

5. Subscription Fees

1. The Subscriber shall subscribe to the Experience for a Subscription Fee as per the relevant Subscription Programme.  The Subscriber’s billing cycle starts on the Delivery Date. Each subscription cycle of the Experience shall be one month. Every subsequent item/package delivered is invoiced pro-rata in accordance with the subscription cycle.

2. The Company shall issue an invoice in the name of the Subscriber: (a) on the Delivery Date for payment of Subscription Fee for the first month of Subscription; and (b) within 7 (Seven) days from the beginning of the subscription cycle. The Subscription Fee shall be inclusive of taxes as applicable. In case of any change in the applicable taxes, the Company reserves the right to revise the Subscription Fee at its sole and absolute discretion. The Subscriber shall deduct taxes at source, if applicable, in accordance with the provisions of the Income Tax Act, 1961 and Rules framed thereunder and accordingly, provide TDS Certificate to the Company within 30 (thirty) days from the end of each quarter or as per the applicable law.

3. Any delay in payment of Subscription Fee beyond due date shall attract a delayed interest of 1.5% per month or Rs. 200 per month, whichever is higher, from the date of default till the time the Subscription Fee is paid. Without prejudice to the remedies of the Company under applicable law, non-payment of Subscription Fee for one entire month could result in termination of this T&C and Subscription in the sole discretion of the Company, removal of the Experience or part thereof and other legal procedures/remedies that the Company may, at its sole discretion, decide to proceed with.

4. The Company will levy a charge of Rs. 500/- for each cheque return or ECS / Standing Instructions dishonour.

6. Security Deposit

5. The Subscriber shall deposit the prescribed refundable Security Deposit, as indicated in the relevant Subscription Programme, for the Experience upon intimation by the Company, by any such mode as may be acceptable to the Company.

6. The Security Deposit shall be refunded after the Company has taken possession of all the home furniture, appliances’ and the home décor part of the Experience.

7. Within 5 (five) working days from the date of pick up by the Company of all home furniture, appliances’ and the home décor part of the Experience, the process for refund of Security Deposit, subject to deduction for damages, unpaid Subscription Fees and any other deductions as applicable, shall be initiated.

7. Usage and Obligations

8. The Company shall install / deliver the Experience or part thereof as per the lead time provided on the website of the Company or such time as may be intimated by the assigned person of the Company, at the delivery address provided by the Subscriber ("Premise"). The Company shall deliver the Experience post receipt of the Security Deposit.

9. The Experience or part thereof shall be used by the Subscriber for personal purposes or where applicable, for the purposes of its executives and his/her family members, servants and guests, without in any way creating right / title interest in the Experience or part thereof except as mentioned in the T&C.

10. The Company shall repair or replace the Experience or any part thereof if the Subscriber faces any technical problems, subject to availability of stock on the receipt of such a complaint.

11. The Subscription shall be valid for 5 (five) years from the Delivery Date unless mutually extended by the Subscriber and the Company.

8. Joint Subscription

12. If the Subscription has been jointly subscribed, one of the person at their mutual understanding shall be designated as the primary subscriber, who shall be considered ‘Subscriber’ and the other(s) shall be treated as secondary subscriber.

13. The primary subscriber shall be the point of contact for the Company and any benefit accumulated under the Subscription Programme shall be offered and provided to the primary subscriber.

14. In the event of joint Subscription, the accumulated benefit could be assigned by the primary subscriber to an identified secondary subscriber with the prior consent of the Company.

15. Notwithstanding the Clause 8, all joint Subscribers shall be jointly and severally liable for payment of the Subscription Fees, Security Deposit, indemnification claim arising pursuant to Clause 18 or any damages or deductions arising under this T&C.

9. Inspection Rights

16. The Company or its designated representative(s) shall have the unfettered right to visit the Premise and inspect the various components constituting the Experience or part thereof by providing a 24 (Twenty-four) hours’ notice, either through phone or e-mail, to the Subscriber. In case the Subscriber is not reachable, the Company can visit Premise any day during business hours. The Subscriber shall take all reasonable efforts to ensure that the Company is able to carry out the inspection in a timely manner.

17. Such visits may also be required for carrying out the service and maintenance as per the processes and policies under the prevailing Subscription Programme.

18. The Subscriber shall provide reasonable access to their Premise to enable the Company or its designated representative(s) to carry out the inspection and/or service and maintenance to the Experience or part thereof.

10. Termination

This T&C can be terminated during the Subscription Period (but only after the expiry of Minimum Subscription Period) in following manner:

19. Subscriber may terminate the Subscription after giving at least  14 (Fourteen) days’ notice to the Company.

20. The Company can terminate the Subscription after giving at least 7 (Seven) days’  notice to the Subscriber.

21. In the event of breach of any of the covenants and conditions to be observed and performed by the Subscriber hereunder, the Company may at their option terminate this T&C by giving the Subscriber a prior seven (7) days’ written notice, specifying the breach complained thereof and requiring its remedy and the T&C shall stand terminated on the expiry of the said notice period, unless the Subscriber would have remedied or repaired the said breach before the expiry of the said notice period. Further, the Company shall retain its right to claim damages and/or deduct the damages from the Security Deposit or encash the undated cheques.

22. The Company may terminate the Subscription with immediate effect if:

1. The Subscriber has been found to transfer or license the Subscription in its own name.

2. The Subscriber has transferred, assigned or leased the Subscription without Company’s approval or violated any other terms of the T&C.

11. Effect of Termination

23. On Termination of the Subscription,

1. the Company shall refund the Security Deposit to the Subscriber after deducting due amount, charges, or damages, if any, in accordance with Clause 6 above.

2. subject to basic wear and tear, as may be acceptable to the Company, the Subscriber shall return the Experience, in same condition as delivered by the Company, to the Company. The Company shall remove the Experience from the Premises of the Subscriber at its own cost. The Subscriber shall provide all necessary support and assistance to the Company for removal of the Experience from the Premises.

24. If the Subscriber terminates the T&C during Minimum Subscription Period, the Company shall have the right to forfeit the Security Deposit and the Subscriber shall be liable to pay due amount, charges, or damages, if any.

25. The Company shall have the sole right to ascertain the damages and normal wear and tear caused to the Experience and its decision shall be final and binding on the Subscriber. The Company shall have the right to waive off the payment of damages up to the extent of INR 10,000 (Indian Rupees Ten Thousand Rupees) only. As an exception to the aforesaid, any wear and tear or damages shall not be waived off for appliances. The Subscriber hereby agrees and acknowledges that the Company shall have the right to claim damages for any intentional / purposeful loss or damage caused to any Experience or part thereof.

12. Duty of Subscriber

26. The Subscriber shall not use or attempt to use the Experience or any part thereof or permit any person to provide Experience or any part thereof to any third party by way of trade or otherwise.

27. The Subscriber shall not be responsible for normal wear and tear. However, if any item or component of the Experience is missing / lost / misplaced, broken, torn, stained or is damaged during the Subscription Period, the Subscriber shall be responsible for compensating the Company in this regard.

28. During the Subscription Period, the Subscriber shall be solely responsible for every component of the Experience which must remain at the Premises and shall not be moved to another location without the prior written consent of the Company. Relocation of the Experience or part thereof or reinstallation of the Experience shall be as per the prevailing Subscription Programme.

29. Subscriber shall take utmost care of the Experience or part thereof and not sell, sub-hire, assign, convey, transfer or create any rights in relation to the Experience or part thereof to another person.

30. Subscriber may lease the Premise furnished with Experience only upon receipt of prior written approval of the Company. Pursuant to commencement of lease of the Premise, the Subscriber shall remain liable under the terms of the T&C. The Subscriber hereby agrees and acknowledges that the Subscriber shall cause the lessee / tenant to give effect to the terms of this T&C.

31. Further, the Subscriber shall not alter, modify, re-design, re-colour, re-polish, dismantle, re-assemble, change any of the Experience or part thereof, without prior written permission of the Company.

13. Intellectual Property Rights

32. The Intellectual Property Rights ("IPR") including trademarks, copyright, design and any other intellectual property in the Experience shall remain sole and exclusive property of the Company or its assignees or any third party from whom part or all of the Experience has been transferred to the Company. The Subscriber shall not alter, copy, distribute, license, publish or reproduce any of the IPR of the Company.

33. The Subscriber shall take all reasonable steps to safeguard IPR of the Company in the Experience or  part thereof and shall not perform any act which violates the IPR of the Company and report promptly to the Company if any third party violates or claims IPR in the Experience or any part thereof in the knowledge of the Subscriber and co-operate in any enforcement or other protective action taken by the Company.

34. The Subscriber shall not, and shall ensure that no other person shall use any reverse engineering, recompilation or disassembly techniques or similar methods to determine any design, concepts, construction method or other aspects of the Experience or part thereof for any purpose.

35. The Subscriber shall not make or attempt to make any alterations, modification, additions or enhancements through any means to the Experience or permit the whole or any part of the Experience to be combined with or become incorporated in any other program or Experience.

14. Confidentiality

The Subscriber shall keep the terms and conditions of this T&C and all the information disclosed by the Company to the Subscriber in relation to or in connection to this T&C, including the IPR in the Experience, strictly confidential and the Subscriber shall not reveal such information.

15. Disclaimer and Hold Harmless

36. The Subscriber agrees that it is the Subscriber’s responsibility to always read the label and/or user manual before using the Experience or any part thereof.

37. The Company disclaims all warranties, either expressed or implied, statutory or otherwise, including but not limited to the implied warranties of merchantability and fitness for particular purpose with respect to the experience offered.

38. In no event shall the Company or its shareholders, directors, affiliates, employees, contractors, officers, or agents be liable for any direct or indirect damage (including, without limitation, incidental and consequential damage, personal injury/wrongful death, lost profits, or damages resulting from the Experience or any part thereof, whether based on warranty, contract, tort, or any other legal theory).

39. The Company shall not be liable for any damages, compensation etc. incurred by the Subscriber or any third Party due to Subscription or use of Experience (including any use of any service under the Experience).

40. Notwithstanding anything contrary contained herein, in no event whatsoever, shall the total aggregate liability of the Company towards the Subscriber or any third party in relation to the Subscription or use of the Experience with respect to all the claims arising under or in relation to this T&C, exceed the Subscription Fee paid by the Subscriber for use of the Experience for a period of 1 (one) month.

16. Indemnity

41. Subscriber shall, promptly on demand by the Company, always indemnify, defend and hold harmless the Company, its affiliates, directors, officers and/or employees against any losses or any and all claims, demands, rights, lawsuits, causes of action, obligations, controversies, debts, costs, expenses (including but not limited to attorneys' fees), damages, judgments, losses and liabilities of whatever kind or nature, fixed or contingent, in law, equity or otherwise, whether known or unknown, whether or not apparent or concealed arising out the Experience or any third party claims including but not limited to any claims by the landlord/owner of the Premises for trespass, damage to the Premises, claim of criminal or civil nature or any loss, damage, attorney fees, incurred in course/arising out of or in connection with this T&C.

42. The rights of indemnification of the Company hereunder shall be in addition to all other rights available to them in law, equity or otherwise, including without limitation rights of specific performance, recession and restitution.

43. The Subscriber hereby agrees and acknowledges that any payments to be made pursuant to this Clause are not in the nature of a penalty but merely reasonable compensation for the loss that would be suffered, and therefore, the Subscriber waives all rights to raise any claim or defence that such payments are in the nature of penalty and undertakes that it will not raise such claim or defence.

17. Statutory Action

If the Subscriber is dispossessed from the usage of Experience as a result of any legal proceeding or action against the Company in respect to the Experience for the breach by the Company of any law, regulation, rules, bye-laws in force in India, the T&C shall stand terminated from the date of dispossession of the Subscriber. In the event of termination of the T&C pursuant to this Clause 19, the Company shall refund the Security Deposit, subject to deduction for damages, unpaid Subscription Fees and any other deductions as applicable.

18. DISPUTE RESOLUTION AND ARBITRATION

44.  In the event of a dispute, controversy or difference of any nature whatsoever between the Company and the Subscriber, the same shall be, as far as possible, be amicably resolved through negotiations between the Company and the Subscriber and in the event of failure of dispute resolution by negotiations between the Company and the Subscriber, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996.

45. If the dispute has been referred to arbitration proceeding, the Company has the authority to appoint a sole arbitrator and the Subscriber hereby consents for the appointment of sole arbitrator by the Company for resolution of dispute. The decision of the sole arbitrator shall be final and binding. The venue of arbitration shall be Bangalore and the arbitration proceedings shall be conducted in accordance with provisions of the Arbitration and Conciliation Act, 1996 or any subsequent modifications thereto. The proceedings shall be in English.

19. Miscellaneous

46. Notice: Any notice to be served by the Subscriber on the Company shall be sent to the address mentioned in this T&C or as updated by the Company on the website of the Company from time to time.

47. Assignment: The Company may assign any of its rights under this T&C to any person or entity without the consent of the Subscriber. The Subscriber may assign any of its rights under this T&C to any person or entity only upon receipt of prior written consent of the Company.

48. Amendments: Subject to the terms of this T&C, no change, modification, or termination of any of the terms, provisions, or conditions of this T&C shall be effective unless signed / approved by both, the Company and the Subscriber.

49. Survival: Termination of this T&C shall not affect those provisions hereof that by their nature are intended to survive such termination, including Clause 1, 10, 11, 13, 14, 15, 16, 17, and 19.

50. Governing Law and Jurisdiction: This T&C shall be governed and construed in accordance with the laws of India in relation to any legal action or proceedings to enforce this T&C. The Subscriber irrevocably submits to the exclusive jurisdiction of any competent courts situated at Bangalore and waive any objection to such proceedings on the grounds of venue or on the grounds that the proceedings have been brought in an inconvenient forum.

51. Severability: If any paragraph, sub-paragraph, or provision of this T&C, or the application of such paragraph, sub-paragraph, or provision, is held invalid or excessively broad by a court of competent jurisdiction, the remainder of this T&C, and the application of such paragraph, sub-paragraph, or provision to persons, or circumstances other than those with respect to which it is held invalid shall not be affected.

Annexure I

Subscription Program

• These provisions of the Subscription Programme are binding and enforceable and always to be read together with the T&C entered by the Subscriber along with its Annexures & Schedules.
• The Company reserves the right at its sole discretion to vary or amend Experience constituents and/or any of these terms and conditions from time to time.
• The Company will notify Subscribers of any changes to the terms and conditions which may affect Subscribers. Any or all such changes in the Subscription Programme shall be electronically intimated by the Company by making necessary announcements on its website.
• Subscribers may request a copy of the Subscription Programme from the Company at any time.

1. Definition

1. "Subscription Month" means 1 (one) month of fully paid Subscription Period.
2. Any definition not defined in this document shall have the same meaning as ascribed to it in T&C.

2. The Experience

1. Each Experience offered for Subscription may have various Themes. Each Experience is pre-defined and no customisation of the Experience is permitted.
2. If the Subscription involves more than one room, the Themes can be selected per room.
3. The Experience subscribed by a particular Subscriber shall be as per the detail in the Subscription Form.

3. Benefits

1. Subscribers can avail following benefits during the Subscription Period ("Benefit"):

1. Experience Swap

The Subscriber can request the Company for a change to different Experience ("Experience Swap") and the Company shall install/deliver the new Experience /Theme within the lead time provided on our website or our sales person from receipt of such request from the Subscriber. The Subscription Fee and the Security Deposit shall be revised according to the new Experience.

2. Cleaning Services

The Subscriber can avail of Cleaning Services on prior written notice of 14 (fourteen) days or such other period (as may be communicated by the Company). However, the said service shall only be available once in six months. The Cleaning Service would include cleaning of furniture surfaces and cushions of the Company only. The Company engages third party service providers for providing the Cleaning Services. These service providers act as an independent contract and the Company does not exercise any supervisory control on them while rendering the Cleaning Services. In view, the Company shall not be responsible for any liability arising from the Cleaning Services provided by any third party service provider.

3. Pause the Experience

1. Subscriber can Pause the Experience for a period ("Pause Period") of minimum of 1 (one) month without incurring any additional fees by giving the Company a 7 (Seven) days prior notice in writing explicitly specifying the date from which the Experience shall Pause.
2. The Company reserves the right to decide the maximum period up to which Pause Period can be extended on a case to case basis.
3. During the Pause, the Subscriber shall not be liable to pay the monthly Subscription Fees.
4. The Subscriber agrees and accepts that the Company shall remove the Experience and reinstall on the date of resuming of the Experience. Experience once resumed shall continue for minimum of 3  months.
5. Termination

1. If the aggregate total period of Subscription prior to Pause and after Pause Period is less than 6 (Six) Subscription Months, the Company shall forfeit the entire Security Deposit.
2. If the aggregate total period of subscription prior to pause and after pause period is greater than 6(six) Subscription Months, the Company shall return the Security Deposit after deducting the Subscription Fee of a month.

4. Shifting

1. The Subscriber can avail of the "We move with You" benefit i.e. shifting of the Experience from the Premise to another premise within any other city where the company has its operations.
2. The Company shall be responsible for the shifting/relocating of the Furlenco Experience only.

2. Subscribers can avail each Benefit free of cost ("Free Benefit") once in every 12 Subscription Months which is liable to expire at the end of the 12th Subscription Month.
3. The next Free Benefit of same kind shall be availed only after the expiry of 12 (twelve) Subscription Months from the date of availing the earlier such Free Benefit.  
4. Any Benefit in excess of the Free Benefit can be availed during Subscription Period for payment of a fee.