Terms and Conditions for Buying Products through www.hermanmiller.in and www.store.hermanmiller.in Online Website

This document is an electronic record in terms of Information Technology Act, 2000 (as amended by the Information Technology (Amendment) Act, 2008) and Rules made thereunder as applicable and amended provisions pertaining to electronic records in various statutes. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the rules and regulations, Privacy Policy and Terms & Conditions for access or usage of www.hermanmiller.in and www.store.hermanmiller.in.

The domain name www.hermanmiller.in and www.store.hermanmiller.in (hereinafter referred to as "Website") is owned by Herman Miller Furniture (India) Private Limited, a company incorporated under the Companies Act, 1956 with its registered office at 74, 101, First Floor, Prestige Ferozes, Sampangi Ramaswami Temple Street, Vasanth Nagar, Bengaluru - 560052, Karnataka, India and a manufacturing facility located at Plot # 19-A, Phase-2, Sector-1, Shyanamangala Cross, KIADB Industrial Area, Bidadi, Bangalore – 562 109, INDIA (hereinafter referred to as “Herman Miller India”).

For the purpose of these Terms & Conditions (defined herein below), wherever the context so requires ‘You’, ‘Your’ or “User” shall mean any natural or legal person who has agreed to become a member of the Website by providing Registration Data while registering on the Website as Registered User using computer systems. The term “we”, “us”, “our” shall mean Herman Miller India and its authorized dealers.

ALL ORDERS PLACED BY A USER ON THE WEBSITE WILL BE EXECUTED AND PROCESSED EITHER BY HERMAN MILLER INDIA AND OR BY ITS AUTHORIZED DEALERS AND BASED ON LOCATION OF THE USER IN INDIA.

Your use of the Website and services and tools available on the Website are governed by the following terms and conditions (“Terms & Conditions”) as applicable to the Website including the applicable policies, Terms of Use, Privacy Policy which are incorporated herein by reference (referred as “Agreement”). If You transact on the Website, You shall be subject to the terms of Agreement and policies that are applicable to the Website for such transaction. By mere use of the Website, You shall be contracting with Herman Miller India and these Terms & Conditions including the policies constitute Your binding obligations, with Herman Miller India.

ACCESSING, BROWSING OR OTHERWISE USING THE WEBSITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS HEREIN, SO PLEASE READ THESE TERMS & CONDITIONS CAREFULLY BEFORE PROCEEDING. By impliedly or expressly accepting these Terms & Conditions, You also accept and agree to be bound by the Herman Miller policies (Privacy Policy & Terms of Use) placed in the Website.

The information, products and services offered on this Website, is solely for the User's information and subject to the User's acceptance without any modification of the terms, conditions and notices contained herein and should not be considered as a substitute for professional advice. User's use of the Website and/ or services available thereon is subject to the additional disclaimers and caveats appearing in the Website. Herman Miller India, its affiliate companies, group companies, associate companies, and its directors, officers, employees, consultants, contractors, dealers, distributors, advisors, partners, agents and/ or suppliers assume no responsibility for any consequence relating directly and/or indirectly to any action and/or inaction of the User based on the information, services and products offered on this Website. While Herman Miller India strives to keep the information relating to the various products offered on this Website accurate, complete and up-to-date, Herman Miller India, its affiliates, group companies, associate companies, accountants, advisors, agents, consultants, contractors, dealers, distributors and suppliers cannot guarantee, and will not be responsible for any damage and/or loss related to or as a result of, the accuracy, completeness or timelines of the information. We reserve the right, at our sole discretion, to change, modify, add or remove portions of these Terms & Conditions, at any time without any prior written notice to You. It is Your responsibility to review these Terms & Conditions periodically for updates / changes. Your continued use of the Website following the posting of changes will mean that You accept and agree to the revisions to the Terms & Conditions. As long as You comply with these Terms & Conditions, We grant You a personal, non-exclusive, non-transferable, limited privilege to enter and use the Website.

1. Eligibility to transact at the Website

The Website shall be used only by the persons who can form legally binding contracts under Indian Contract Act, 1872. Those persons who are "incompetent to contract" as per the Indian Contract Act, 1872 including minors, un-discharged insolvents etc. are not eligible to use the Website and shall not do the transaction by using the Website. If You are a minor i.e. under the age of 18 years, you shall not register as a User of the Website and shall not transact on or use the Website. As a minor if You wish to use or transact on Website, such use or transaction may be made by your legal guardian or parents on the Website. Herman Miller India reserves the right to terminate your membership and/or refuse to provide you with access to the Website if it is brought to Herman Miller India's notice or if it is discovered that you are under the age of 18 years.

User shall be financially responsible for all of User's use /access of the Website for buying the products and or services. User warrants that all information supplied by User while buying the products / availing the services and accessing the Website, including without limitation User's name, email address, correspondence address, telephone number, mobile number, credit / debit card and/ or any other payment instrument number and other payment details is correct and accurate. Failure to provide accurate information may subject the User to civil and criminal penalties. This Agreement is void where prohibited by law, and the right to access the Website is revoked in such jurisdictions.

2. Your Account and Registration Obligations

By using the Website, You shall be responsible for maintaining the confidentiality of your Login Name and Password, and You shall be responsible for all activities that occur under your Login Name. You agree that if any information provided by You that is inconsistent, inaccurate, not correct or incomplete, or We have reasonable grounds to suspect that such information is inconsistent, inaccurate, not correct or incomplete, or not in accordance with these Terms & Conditions, We reserve the right to indefinitely suspend or terminate or block access of your membership/login credentials on the Website and refuse You access to the Website.

User hereby agrees to grant Herman Miller India a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable right to exercise the copyright, publicity, and database rights (but no other rights) User has in his/her information provided on the Website, which information shall be used solely to enable Herman Miller India to perform its obligations in accordance with this Agreement.

User shall not be permitted to upload, host, display, modify, publish, transmit, update or share any information on the Website of Herman Miller India. All rights to upload, host, display, modify, publish, transmit, update or share any information on the Website shall be solely of Herman Miller India.

User agrees and understands that Herman Miller India and its dealers shall not be responsible in any manner whatsoever for:

• delivery of products available on the Website (“Products”) at any wrong address furnished by User;
• any deficiency in payment of consideration payable towards the Products purchased on the Website; or
• any loss and/or damage to User due to incorrect, incomplete and/or false information furnished by User.

User is not allowed to change the shipping address for delivering the Products after placing the order at the Website and making the payment for the Products. User agrees to provider complete necessary documentary evidences in case Herman Miller India agrees at its discretion to deliver the products to the changed shipping address. User understands and acknowledges that this condition is to avoid any fraudulent transactions on the Website.

User shall further be liable to be prosecuted and/or punished under applicable laws for furnishing false, incorrect, incomplete and/or misleading information to Herman Miller India.

3. Communications

When You use the Website or send emails or other data, information or communication to Herman Miller India, You agree and understand that You are communicating with Herman Miller India through electronic records and You consent to receive communications via electronic records from Herman Miller India periodically and as and when required. Herman Miller India may communicate with You by email or by such other mode of communication, electronic or otherwise.

4. Products displayed on the Website

All Products displayed on the Website are protected by patents, copyright, trademark, trade names, trade secrets and other intellectual property rights owned by Herman Miller India (as applicable), its affiliates, associates, group companies and holding company.

Herman Miller India undertakes to review all claims of copyright infringement received and remove the content deemed to have been posted or distributed in violation of any applicable laws.

Herman Miller India’s logos, products and service marks, patents, copyright, trade names, trademarks, trade secrets and other intellectual property rights (the "Marks") are owned by Herman Miller India or its group companies/affiliates/holding company. Without the prior written permission of Herman Miller India, or its appropriate group companies/affiliates/holding company, User agrees not to display and/or use in any manner whatsoever, the Marks.

5. Use of the Website

You agree, undertake and confirm that Your use of Website shall be strictly governed by the following binding principles:

A. User agrees and undertakes that the User shall be solely responsible for his/her/its information and confirms that information submitted by User:

• is complete, correct, relevant and accurate;
• is not fraudulent;
• does not infringe any third party's intellectual property, trade secret and/or other proprietary rights and/or privacy;
• shall not be defamatory, libellous, unlawfully threatening and/or unlawfully harassing;
• shall not be indecent, obscene and/or contain any thing which is prohibited under any prevailing laws, rules & regulations, order of any court, forum, statutory authority;
• shall not be seditious, offensive, abusive, liable to incite racial, ethnic and/or religious hatred, discriminatory, menacing, tortuous, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy and/or which may cause annoyance and/or inconvenience;
• shall not constitute and/or encourage conduct that would be considered as criminal offence, give rise to civil liability, and/or otherwise be contrary to the law;
• shall not be harmful in way whatsoever manner (including, without limitation, computer/ mobile viruses, worms, or any other code or files) or other computer programming routines that may damage, destroy, limit, interrupt, interfere with, diminish value of, surreptitiously intercept or expropriate the functionality of any system, data or personal information;
• shall not create liability for Herman Miller India or cause Herman Miller India to lose the services of Herman Miller India's suppliers;
• is not in the nature of political campaigning, unsolicited or unauthorized advertising, promotional and/or commercial solicitation, chain letters, mass mailings and/or any form of 'spam' or solicitation;
• is not illegal in any other way;
• violates any law for the time being in force;
• violates any terms of this Agreement or any policies (Privacy Policy and Terms of Use), terms and conditions for the use of the Website.
• shall not belong to any other person or to which You do not have any right; is not misleading;
• shall not defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others;
• upload files that contain software or other material protected by intellectual property laws unless You own or control the rights thereto or have received all necessary consents;
• shall not involve transmission of ‘junk mail’, ‘chain letters’ or unsolicited mass mailing or ‘spamming’;
• shall not solicit gambling or engages in any gambling activity which we in our sole discretion believe as being illegal.

B. You shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any content on the Website, or in any way reproduce or circumvent the navigational structure or presentation of the Website or any content therein, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Website. We reserve our right to bar any such activity.

C. You shall not attempt to gain unauthorized access to any portion or feature of the Website, or any other systems or networks connected to the Website or to any server, computer, network, or to any of the services offered on or through the Website, by hacking, password “mining” or any other illegitimate means.

D. You shall not probe, scan or test the vulnerability of the Website or any network connected to the Website nor breach the security or authentication measures on the Website or any network connected to the Website. You shall not reverse look-up, trace or seek to trace any information on any other user of or visitor to Website, or any other customer, including any account on the Website not owned by You, to its source, or exploit the Website or any service or information made available or offered by or through the Website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Website.

E. You shall not make any negative, denigrating or defamatory statement(s) or comment(s) about us or the brand name or domain name used by us or otherwise engage in any conduct or action that might tarnish the image or reputation, of Herman Miller India, affiliates, group companies and holding company on any platform or otherwise tarnish or dilute any Herman Miller India’s trade or service marks, trade name and/or goodwill associated with such trade or service marks, trade name as may be owned or used by us. You agree that You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or Herman Miller India’s systems or networks, or any systems or networks connected to Herman Miller India.

F. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted on the Website, or with any other person’s use of the Website.

G. You will not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal You send to us on or through the Website or any service offered on or through the Website. You shall not pretend that You are, or that You represent, someone else, or impersonate any other individual or entity.

H. You will not use the Website or any content for any purpose that is unlawful or prohibited by these Terms & Conditions, or to solicit the performance of any illegal activity or other activity which infringes the rights of Herman Miller India and / or others.

I. It is possible that other users (including "hackers") may post or transmit offensive or obscene materials on the Website and that You may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about You due to your use of the Website, and that the recipient may use such information to harass or injure You. We do not approve of such unauthorized uses, but by using the Website You acknowledge and agree that we are not responsible for the use of any personal information that You publicly disclose or share with others on the Website. Please carefully select the type of information that You publicly disclose or share with others on the Website.

6. Price and Payment Terms

• The price in respect of each Product is specified on the Website. Herman Miller India reserves the right to amend, change or alter Prices of Products on the Website without notice to the User, unless the User has already submitted an order at a stipulated price, in which case there will be no change or alteration in pricing (provided User’s order is not affected by a pricing error).
• User shall be entitled and bound to use his/her valid credit/debit and/or any other recognized payment cards, online banking facility to make payment against any transaction being effected at the Website. User undertakes and confirms that he/she will furnish correct, complete and accurate details of credit/debit and/or any other payment cards, online banking accounts and shall be solely responsible for any cost, expense, loss and/or damage which may suffer to User due to furnishing of wrong details/ information relating to his/her credit/debit and/or any other payment cards or online banking accounts.
• User expressly agrees and declares that Herman Miller India shall not be liable for the loss of any nature whatsoever including without limitation indirect, consequential, special and/or incidental to the User arising, directly or indirectly, out of decline of authorization for any transaction, resulting from the User exceeding his/her pre-set permissible payment limit under the credit/debit and/or any other payment cards and/or online banking accounts.
• Herman Miller India confirms that the details provided by User for the purpose of effecting a payment transaction shall be kept confidential and shall not be disclosed to any third party except to the extent required under any applicable laws, regulations and/or processes of any government authority and/or in connection with any judicial process regarding any legal action, suit and/or proceeding arising out of and/or relating to this Agreement. Further, Herman Miller India actively reports and prosecutes actual and suspected credit/ debit/ cash card fraud. Herman Miller India may require further authorization from User such as a telephone confirmation of User's order and/or other information. Herman Miller India's decision to require further authorization is at Herman Miller India's sole discretion. Herman Miller India reserves the right to cancel, delay, refuse to deliver, or recall from You any order if fraud is suspected.
• Herman Miller India captures certain information during the order process, including time, date, IP address, and other information that will be used to locate and identify individuals committing fraud. If any order is suspected to be fraudulent, all records will be submitted with or without a subpoena to all law enforcement agencies and to the credit/ debit/ cash card company for fraud investigation. Herman Miller India will cooperate with the government authorities to prosecute offenders to the full extent of the law.
• Herman Miller India shall take all reasonable precautions to protect the information provided by the User. However, it is expressly accepted by the User that Herman Miller India shall not be responsible in any manner whatsoever for any third party action which results in the information provided by the User being exposed and/or misused by such third party who accessed such information without any authorisation from Herman Miller India.
• User accepts, understands and acknowledges that, Herman Miller India will use third party payment gateway service provider for processing / collecting payments from User at the time of placing order for any products or services. Herman Miller India shall not be responsible / liable either directly or indirectly to the User in case of such third party discloses without our authorization / misuses any privacy information / payment card / internet bank information of User accessed. Herman Miller India responsibility will be limited only to the extent of helping User to escalate any such kind of issues faced by User with the third party payment gateway provider.

7. Services Payment

While availing any of the payment method/s available on the Website, we will not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly to You due to:

1. Lack of authorization for any transaction/s;
2. Exceeding the present limit mutually agreed between You and your Bank/s;
3. Any payment issues arising out of the transaction; or
4. Decline of transaction for any other reason/s.

All payments made against the purchases/services on Website by you shall be compulsorily in Indian Rupees acceptable in the Republic of India. Website will not facilitate transaction with respect to any other form of currency with respect to the purchases made on Website.

Before shipping / delivering your order to You, Herman Miller India may request you to provide supporting documents (including but not limited to Govt. issued ID and address proof) to establish the ownership of the payment instrument used by you for your purchase. This is done in the interest of providing a safe online shopping environment to our users/customers.

8. Your arrangement with Issuing Bank :

All Valid Credit/Debit/Cash Card and other payment instruments are processed using a payment gateway or appropriate payment system infrastructure and the same will also be governed by the terms and conditions agreed to between You and the respective issuing Bank.

All online bank transfers from valid bank accounts are processed using the payment gateway provided by the respective issuing Bank which support payment facility to provide these services to the Users. All such online bank transfers on payment facility are also governed by the terms and conditions agreed to between You and the respective issuing Bank.

9. Cancellation of Order before Dispatch of Products by Herman Miller India

Except as provided herein below, no cancellations or changes to any order placed through the Website will be accepted. The Product will be delivered to the stated delivery address only in accordance with these Terms and Conditions.

• Herman Miller India hereby informs User that User's receipt of an electronic or other form of order confirmation does not signify Herman Miller India's acceptance of User's order, nor does it constitute confirmation of Herman Miller India's offer to sell. Herman Miller India reserves the right at any time after receipt of User's order to accept or decline User's order for any reason. Herman Miller India further reserves the right any time after receipt of User's order, after prior notice to User, to supply less than the quantity User ordered of any item. User's order will be deemed accepted by Herman Miller India upon shipment of products or performance of services that User has ordered as indicated by Herman Miller India's servers. Title to goods and all risk of loss passes to User upon delivery to the common carrier. Herman Miller India may require additional verifications or information before accepting any order.
• Herman Miller India shall have the right to refuse or cancel any orders placed for Products listed at an incorrect price, rebate or refund, or containing any other incorrect information or typographical errors. Herman Miller India shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and User's credit/ debit/ cash card charged. If User's credit/ debit/ cash card has already been charged for the purchase and User's order is cancelled, Herman Miller India shall facilitate the issuance of credit to User's credit/ debit/ cash card account for the amount of the charge. For any refund, the relevant provisions of ‘Refund’ shall apply as given hereunder.
• User shall be entitled to cancel an order of any Product, booked on the Website, by placing a "Cancel Order" request, by logging a call with Herman Miller India’s Customer Care Department by phone on 1800 1212 114.
• "Cancel Order" can be placed at any time after booking of order but before receipt of shipping confirmation from Herman Miller India. For desk and table cancellation should be made within 3 business days after booking of order.

10. Cancellation of Order after Delivery of Product(s) to User

Except as provided herein below, no cancellations or changes to any order placed through the Website will be accepted after delivery of Products to User.

• Any Product purchased from the Website can be returned to Herman Miller India if the Product supplied by Herman Miller India and or its dealer (as specified by Herman Miller India) is damaged, defective or the Product received is different from the Product that was ordered. User shall return the product within ten (10) calendar days of receipt of Product, by logging a call with Herman Miller India’s Customer Care Department by phone on 1800 1212 114.
• The User shall ensure that he/she does not accept the delivery of any Product whose original packaging is damaged or tampered in any manner.
• In the event if User, on removing the packaging of the Product, finds the Product is damaged and/or defective and/or is different from the Product that was ordered, User shall immediately intimate Herman Miller India’s Customer Care Department about such damage and/or defect and/ or difference and Herman Miller India will arrange for the replacement of the Product or refund of price of the Product along with shipping charges, if any, collected by Herman Miller India in the unlikely event of Herman Miller India being unable to replace the damaged and/or defective Product. For any refund or exchange / replacement of Product the relevant provisions of ‘Exchange/Replacement’ and ‘Refund’ shall apply as given herein.
• In case of Cancellation/ Return / Replacement of order, due to the reasons mentioned in sub-clauses (i) and (iii) above, after delivery of the Product to User, Herman Miller India will arrange pick up of the Product to be returned. User shall assist and cooperate fully to return the Product with its manuals, booklets, warranty card, accessories, freebies and packing materials or any other thing/item which were delivered to User along with the Product being returned. At the time of pickup the User will be provided with acknowledgement of pick up. User should retain the said acknowledgment and quote or produce the same in all his/her future communications with Herman Miller India in this regard.

11. Exchange / Replacement

In case the Product is found having certain defect(s) immediately after delivery of the same, User shall request for exchange/ replacement of the Product any time after delivery of the Product but not later than ten (10) calendar days from the date of delivery of the Product by placing 'Exchange'/ 'Replacement Request' on the Website or by registering a call on Herman Miller India’s Customer Care Department at 1800 1212 114. In case any free item delivered to User is found defective then Herman Miller India will arrange the replacement of the Free Item only and the main Product shall not be replaced.

• In case User decides to get replacement of the Product due to certain defect in the Product as provided above, then Herman Miller India will arrange pick up of the Product to be exchanged/ replaced. However, User agrees to assist and cooperate to return the Product with all its accessories, freebies, manuals, booklets, warranty card, accessories, and original packing materials and such declaration duly signed by User as may be required by Customer Care Department while registering call for return/replacement.
• In case of any defect arising after delivery of the Product such defects will be serviced by Herman Miller India or its authorized dealer in accordance with the warranty terms.
• In case User opts for replacement of the Product due to any defect at the time of delivery of the Product, User will have to ensure that the Product is returned in undamaged and saleable condition including all accessories and manuals. There should be no signs of external damage on the packaging, including the original carton.

The User will be bound by the return policy of Herman Miller India and shall not hold Herman Miller India and its dealers liable for any loss that he/she may incur due to cancellation of the order.

12. Refund

1. Any cancellation/exchange in accordance with above terms qualifies for payment reversal / replacement of the Product depending on availability of the Product and as opted by User.
2. All eligible refunds against cancellation of Orders by User before delivery of Product to User shall be without any processing charges.
3. Any eligible refund will be initiated by Herman Miller India or through its dealer, within 10 (Ten) working days of receipt of request for cancellation of Order, in case of cancellation before delivery of the Products, or within 10 (Ten) working days after receipt of Product(s) by Herman Miller India, in case of cancellation of Order after delivery of the Product(s). However, it will be credited to User’s bank account/credit card/debit card within such time as taken by banking channels to process refund transaction.
4. All refunds will be made out through crediting the account from which the payments were made. Hence actual crediting refund amount depends on User’s bank response on refund transactions.
5. User agrees and acknowledges that Herman Miller India shall not be liable in any manner in case of delay in processing refunds to the User by the User’s bank / through payment gateway processing.

13. Delivery

Herman Miller India and its dealers shall exercise all reasonable measures to ensure that any Product booked on the Website is delivered as per the lead time agreed at the time of acceptance of Order on the Website subject to successful realization of payment made against the said Order and availability of the Product(s). However, User understands and confirms that Herman Miller India and its dealers shall not be held responsible for any delay in delivery of Product due to circumstances beyond the control of Herman Miller India, its dealers and its logistic service provider. User represents that the shipping address provided shall be accurate and complete at the time of placing the order. User agrees and acknowledges shipping address shall not be changed after placing the order at the Website for Products. User acknowledges that logistic service provider of Herman Miller India or its dealers shall ship the products only to the shipping address provided originally at the time of placing the order. If Herman Miller India or its dealers agree at their discretion for delivering the Product to the changed address, User shall provide all necessary documentary evidences as may be required the Herman Miller India or its dealers to deliver the Product.

Freight charges for all our Products shall be extra as may be applicable from time to time. Octroi charges, wherever applicable, shall be borne and paid by User. In case User books Order of multiple Products in one transaction, Herman Miller India would endeavour to ship all Products together. However, this may not always be possible due to Product characteristics and/or logistics’ issues. If User purchases multiple Products in single transaction, then all the Products would be shipped to a single shipping address given by User. If User wishes to ship Products to different addresses, then User should book separate orders based on delivery addresses. In case of multiple Products not shipped together/User wishes to ship Products to different addresses, freight charges shall be charged separately for each shipment. Herman Miller India and or its dealers may at their discretion waive the freight charges and or Octroi charges wherever applicable and the same will be paid by Herman Miller India or its dealers to respective agencies for shipping / delivering the Product.

14. Product Warranty

Our warranty covers the Products and its components like casters, pneumatic cylinders, tilts, and all moving mechanisms. Kindly refer the warranty document which comes with the Product for more information. User shall be responsible to keep all documents pertaining to the Product including but not limited to warranty card, invoices, bills etc. during the warranty period of the Product.

15. Warranty Disclaimer

User acknowledges that Herman Miller India and its affiliates, directors, officers, employees have no control over, and no duty to take any action regarding which User gain access to the Website and/ or services; what content User accesses and/ or uploads, posts, emails, transmits and/ or otherwise contribute via the Website and/ or services; what effects the content may have on User and/ or any third party; how User may interpret and/or what actions User may take as a result of having been exposed to the content. User releases Herman Miller India, affiliates, dealers and its directors, officers and employees from all liabilities, claims etc. for User having acquired or not acquired content through the Website and/ or services. The Website and/ or services provided on the Website may direct User to other websites and/ or services containing, information that some people may find offensive and/or inappropriate. Herman Miller India makes no representations and warrants relating to any content contained in or accessed through such other websites and/ or services, and Herman Miller India will not be responsible or liable for the accuracy, copyright compliance, legality or decency, or material contained in, or accessed or purchased through the websites and/ or services. This Website, all the materials and Products (including but not limited to any software) and services, included in the website or otherwise made available to You through the Website are provided on "as is" and "as available" basis without any representation or warranties, express or implied.

Although Herman Miller India has taken adequate safeguards in accordance with standard industry practices, Herman Miller India makes no guaranty of confidentiality and/or privacy of any communication or information transmitted on the Website and/or any website linked to the Website. User uses the Website and/ or services available on the Website at his/ her/its own risk in accordance with our policies (Privacy Policy and Terms of Use).

Changes are periodically made and added to Website and to the information therein. Herman Miller India, its affiliates, associate companies, representatives, directors, officers, employees etc. may make improvements and/or changes to the Website at any time.

The Website and/ or services available on the Website contain views, opinions and recommendations of Users of the Website and/ or services, advertisers, third party information providers and organizations. The Website does not warrant, represent and/or endorse the correctness, authenticity, accuracy, completeness, reliability and/or validity of any opinion and/or other information displayed, uploaded, distributed, posted, emailed, transmitted and/ or otherwise contributed through the Website and/ or services available on the Website by anybody other than Herman Miller India. Herman Miller India assumes no responsibility to keep the content current, complete, up-to-date, valid, and/or accurate. Herman Miller India shall not be responsible in any manner whatsoever for any errors and/or omissions in the content even if such errors or omissions are due to negligence. User acknowledges that any reliance upon any such opinion or information shall be at User's sole risk.

Herman Miller India makes no warranty or representation whatsoever regarding the Website and/ or any content, advertising and services provided through or in connection with the Website and/ or services available on the Website. User acknowledges that any use of such content and services provided through or on the Website shall be at User's sole risk. Herman Miller India expressly states that Herman Miller India shall not be responsible or held liable for any content and services provided through or in connection with the Website.

Herman Miller India expressly disclaims any and all warranties, express or implied, including, without limitation:

• Any warranties as to the availability, accuracy, completeness and/or content of information, content and/ or services which are part of the Website.
• Any information about the Product downloaded or otherwise obtained through the use of the Website and/ or service available on the Website is accessed at User's own discretion and risk, and User shall be solely responsible for any damage to User's computer system or loss of data that results from the download of any such information.
• The services and/ or software available on the Website will be free of all viruses.
• The software available on the Website will work on all computers/mobile phones, will be compatible with all computers/mobile phone networks and/or will be available in all geographical areas.
• Any service will be uninterrupted, timely, secure and error-free for any reasons whatsoever including but not limited to overload / breakdown of receiving network, servers or applications; system failures out of Herman Miller India’s control or due to heavy traffic on network.

16. Force Majeure

Herman Miller India and or its dealers shall not be liable for any failure and/or delay on its part in performing any of its obligation under this Agreement and/or for any loss, damage, costs, charges and expenses incurred and/or suffered by the User by reason thereof if such failure and/or delay shall be result of or arising out of Force Majeure Event set out herein.

Explanation: "Force Majeure Event" means any event due to any cause beyond the reasonable control of Herman Miller India and or its dealers, including, without limitation, unavailability of any communication system, sabotage, fire, flood, earthquake, explosion, acts of God, civil commotion, strikes, lockout, and/or industrial action of any kind, breakdown of transportation facilities, riots, insurrection, hostilities whether war be declared or not, acts of government, governmental orders or restrictions, lockouts, breakdown and/or hacking of the Website and/or contents provided for buying the Products and/or availing the services under the Website, such that it is impossible to perform the obligations under the Agreement, or any other cause or circumstances beyond the control of Herman Miller India and or its dealers hereto which prevents timely fulfilment of obligations of Herman Miller India and or its dealers hereunder.

17. Limitation of Liability

In no event shall Herman Miller India, its affiliates, associate companies, and its directors, officers, employees, partners, advisors, agents, dealers, consultants, contractors, dealers and/ or suppliers and their respective officers, agents, directors be liable with respect to the Website, Products and/ or any services available on the Website:

1. for any amount in the aggregate in excess of the price paid by User for the Product(s) through the Website in a single transaction; or
2. for any indirect, incidental, punitive, or consequential damages of any kind whatsoever including but not limited to loss of use, revenue or profit, goodwill and/ or other intangible losses arising out of or in any way connected with the use of this Website, Products and/ or the services available on the Website and/ or the Agreement or with the delay or inability to use this Website, or for any information, materials and/ or Products uploaded, posted, emailed, transmitted and/ or obtained through this Website, or otherwise arising out of the use of this Website, whether based on contract, tort, negligence, strict liability or otherwise, even if Herman Miller India, its parent company, subsidiaries, affiliates, associate companies, advisors, agents, consultants, contractors, dealers, partner, dealers and/ or suppliers had been advised of the possibility of damages. If User is dissatisfied with any portion of the Website or with any of these Terms & Conditions, User's sole and exclusive remedy is to discontinue using the Website.

18. Personal, Non-Commercial & Non assignable Use

By registering on the Website, User confirms that use of the Website shall be for his/her personal purpose and not for any commercial purpose. User confirms that User's right to access, use, deal with or transact at the Website cannot be assigned to any other person and custody of User Id and Password to access, deal with or transact at the Website shall be sole responsibility of User and User shall be responsible and liable for any misuse of User Id and Password assigned to User by Herman Miller India.

19. Contents Posted on Site

Except as expressly provided in these Terms & Conditions, no part of the Website and no content therein shall be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without Herman Miller India’s express prior written consent.

You may use information on the products and services purposely made available on the Website for downloading, provided that You (1) do not remove any proprietary notice language in all copies of such documents, (2) use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) do not make any additional representations or warranties relating to such documents.

You shall be responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the Website by You (collectively, "Content"). Such Content will become our property and You grant us the worldwide, perpetual, royalty free and transferable rights in such Content. We shall be entitled to, consistent with our Privacy Policy as adopted in accordance with applicable law, use the Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include the Content You provide. You agree that any Content You post may be used by us, consistent with our Privacy Policy and You are not entitled to any payment or other compensation for such use.

20. Electronic Communications

When You use the Website or send emails or other data, information or communication to Herman Miller India, You agree and understand that You are communicating with Herman Miller India through electronic records and You consent to receive communications via electronic records from Herman Miller India periodically and as and when required. Herman Miller India will communicate with You by email or electronic records on the Herman Miller India Website which will be deemed adequate service of notice / electronic record.

21. Intellectual Property Rights

The Intellectual Property Rights shall include the following –

I. Trademarks / Service marks / Logos-

1. Herman Miller India, its holding, affiliates and associate companies are owners of all trademarks, service marks, logos and the goodwill associated with it which appears on the Website.
2. Herman Miller India does not and shall not assign/ grant to anybody any license and/or right to use any of these trademarks, service marks, logos and the goodwill associated with it for any purpose whatsoever.

II. Copyrights

1. The content of the Website including programs, designs, content, process flow, pictures, images, text, videos, audios, music etc are exclusively owned by Herman Miller India and/or its holding/affiliate companies. The intellectual property rights / copyrights of Herman Miller India and/or its holding / affiliate companies shall be protected and regulated by the relevant applicable laws of India.
2. User shall not have any right to copy, distribute, assign, reproduce, transfer, license/sub license and/or use, in any manner, whatsoever, any of copyrighted materials of Herman Miller India and / or its holding / affiliate companies which appear on the Website.

III. Proprietary Content

1. All the information and content disclosed on the Website is proprietary in nature and solely belongs to Herman Miller India and shall not be used and/or copied and/or tampered with in any manner.

22. Links to other websites

The Website may contain hyperlinks to websites operated by persons other than Herman Miller India (hereinafter referred to as the "Web Links"). Such Web Links are provided for User’s reference and convenience only and they do not constitute as any recommendation and/or advice and should not be relied upon in making and/or refraining from making any decision. Herman Miller India reserves its right to remove any such Web Links anytime without any prior notice. Herman Miller India is not under obligation to review the contents of Web Links and therefore does not control the contents of those Web Links. User leaving the Website by clicking on Web Links and going to respective internet websites and using of those Web Links shall be regulated by terms provided on the respective websites. Herman Miller India is neither acting as publisher of contents of those Web Links nor endorser of any representation published on those Web Links. User agrees, acknowledges and understands that neither Herman Miller India nor any of its affiliates, dealers are responsible or liable, directly or indirectly, for any damage or loss of any sort caused in connection with User's use of or reliance on any content of any such Web Links or goods or services available through any such Web Links and User confirms that any access of Web Links by User shall be entirely at User’s own risk.

23. Product Description & Pricing

Herman Miller India shall endeavour to the extent possible to be as accurate while providing Product descriptions and pricings. However, Herman Miller India does not warrant that descriptions and/or other content and/or prices related to the Products and/or other information and content contained in the Website is accurate, complete, reliable, current and error-free. Herman Miller India does not warrant that feel and look of the Product displayed at the Website may be same when compare to the original Product after its receipt by the User. Herman Miller India expressly states that the promotional products (free Products), if any, displayed along with the Products, carry a notional value and same will be added to the price of the Product purchased on the Website at the time of the raising the final invoice for the Products purchased.

Herman Miller India reserves the right, at any time, to change its prices and billing methods for Products sold, effective immediately upon posting on the Website or by e-mail delivery to the User. On being informed about the change in the prices and/ or billing methods for Products or the delivery policies, Herman Miller India may take some time to replace or alter the changed price and/ or billing methods and/ or the delivery policies on the Website.

Herman Miller India shall be entitled to send and User gives his/her consent to receive, information/ offers/ promotional mails and messages pertaining to Products offered by Herman Miller India or its dealers or the associate companies from time to time.

24. Indemnity

User shall at all times fully indemnify and keep indemnified and hold harmless Herman Miller India, its officers, directors, employees, affiliates, associate companies, agents, dealers, partners etc. from any and all costs, losses, claims, demands, damages and liabilities, actions including reasonable attorneys' fees, claimed or raised by any third party and/or penalty imposed due to and/or arising out of User’s breach of this Agreement, and/or User’s violation of any law, rules or regulations and/or the rights of a third party and/or the infringement by User including, without limitation, copyright and trademark infringement, obscene and/or indecent postings on the Website, and on-line defamation through the Website, and/or any third party using the User's account, of any intellectual property and/or other right of any person and/or entity.

Notwithstanding anything contained in this Agreement, aggregate liability of Herman Miller India and its dealers, affiliates, associate companies, from any cause whatsoever arise under this Agreement shall not in any event exceed sum equivalent to amount paid by the User through Website for any Product and or services to the Herman Miller India and or its dealers under this Agreement.

25. Termination

Herman Miller India may, at any time, terminate or suspend any and all services available on the Website and/ or access to the Website immediately, without prior notice and/or liability. The services and/ or access to the Website may also be terminated or suspended if:

• User breaches any of the terms and conditions of the Agreement and/or other incorporated agreements and/or guidelines and /or policies (including but not limited to Privacy Policy and Terms of Use).
• Requests by law enforcement and/or other government agencies.
• Discontinuance and/or material modification to the Website and/ or service available on the Website (or any part thereof).
• Unexpected technical and/or security issues and/or problems.
• Engagement by the User in fraudulent and/or illegal activities.
• Non-payment of any fees owed by the User in connection with the use of Website and/ or services available on the Website.

Termination of User account includes :

• Removal of access to all offerings within the services available on the Website.
• Deletion of User password and all related information, files and content associated with or inside User account (or any part thereof).
• Barring of further use of the Website and/ or service available on the Website.

Further, the User agrees that all terminations for cause shall be made in Herman Miller India's sole discretion and that Herman Miller India shall not be liable to the User or any third party for any termination of User account, any associated email address, or access to the services available on the Website. Any fees paid through the Website are non-refundable. All provisions of this Agreement which by their nature should survive, including, without limitation, ownership provisions and warranty disclaimers.

26. Applicable Law

Terms & Conditions shall be governed by and interpreted and construed in accordance with the laws of India. The place of jurisdiction shall be exclusively in Bangalore.

27. Arbitration

If any dispute arises between You and Herman Miller India during Your use of the Website or in connection with the validity, interpretation, implementation or alleged breach of any provision of the Privacy Policy, Terms of Use, Terms & Conditions or Agreement, the dispute shall be referred to a sole Arbitrator who shall be an independent and neutral third party identified and appointed by Herman Miller India. The place of arbitration shall be at Bangalore. The Arbitration & Conciliation Act, 1996, shall govern the arbitration proceedings. The arbitration proceedings shall be in the English language. The award of the arbitrator shall be final and binding on the parties.

28. Jurisdictional Issues/Sale in India Only

Unless otherwise specified, the Products on the Website are available solely for the purpose of sale in India. Those who choose to access the Website from other locations/countries other than India do so on their own initiative and Herman Miller India is not responsible for supply of Products/refund for the Products ordered from other locations/countries other than India, compliance with local laws, if and to the extent local laws are applicable.

Herman Miller India through the Website guarantees sale and delivery of the Products in India, through itself or through authorized dealers to the locations available for logistic services and does not warrant or intend to sell or deliver the Products outside India and other locations not covered / have logistic services. The offer to purchase the Products is intended for persons accepting delivery of the Products within the territorial jurisdiction of India excluding the Embassies on Foreign Territories, Vessels on High Seas and such like jurisdictions.

29. General Provisions

1. Electronic communication: User consents to receive communications from Herman Miller India electronically. Herman Miller India will communicate with you by e-mail and/or by posting notices on this Website. User agrees that all agreements, notices, disclosures and other communications that Herman Miller India provide to User electronically satisfy all legal requirement of adequate service of notice/electronic record. This document is an electronic record in terms of Information Technology Act, 2000 and Rules made thereunder.
2. Assignment: Herman Miller India can assign its rights and/or obligations provided herein or arising out of this Agreement to any person. User cannot assign his/her/its rights and remedies and/or transfer his/her/its obligations under this Agreement without prior written consent of Herman Miller India.
3. Severability : Should any provision of this Agreement be determined to be unenforceable and/or invalid, or any transaction contemplated hereby determined to be unlawful by any court of law, or competent government body for any reason, all other provisions shall continue (except if this Agreement stands terminated) in full force and effect.

If anybody does not agree with the Terms and Conditions as provided in this Agreement in entirety his/her sole and exclusive remedy is to discontinue using any of the services being offered on the Website.

30. Disclaimer

The contents published on the Website are subject to changes and/or improvements periodically. During the process of up-gradation, repair, maintenance and/or improvements of contents / systems / programs / software may be suspended for any use. Herman Miller India shall not be liable for any inconvenience, loss, damage, cost, expenses which may be incurred by anybody due to unavailability of the Website for any use. Herman Miller India and its affiliates and dealers shall not be liable in any event, for any special, punitive, incidental, consequential loss and/or damages (direct and/or indirect) whatsoever including, without limitation, damages for loss of opportunity, business loss, loss of profit, revenue, loss and/or damage to any person and/or property arising out of or in connection with the use of and/or performance of the Website, with the delay and/or inability to use the Website/services available on the Website and/or related services, the provision of or failure to provide any information, software, Products, and/or otherwise arising out of the use of the Website/services available on the Website, whether based on contract, tort, negligence, strict liability and/or otherwise, even if Herman Miller India has been advised of the possibility of damages. Herman Miller India does not endorse in anyway any advertisers/ contents of advertisers on its web-pages. The User shall verify the veracity of all information on his/her own before undertaking reliance and acting thereupon. Herman Miller India shall not be responsible and/or liable for any loss or damages including consequential damages arising on account of the User reliance on the contents of such advertisements. Further, Herman Miller India shall not be responsible in any manner whatsoever for any third party action which results in the information provided by the User being exposed, misused by such third party who accessed such information without any prior authorisation in writing from Herman Miller India.

Herman Miller India disclaims all warranties, express or implied, written or oral, in respect of the payment processing mechanism provided by a third party, including but not limited to warranties of merchantability and fitness for a particular purpose. User also understands and acknowledges that the payment processing mechanism provided by the third parties and banks, can be in any event whatsoever be brought to an abrupt end by the bank(s) and payment gateway provider(s) for any reason whatsoever. In the event of any bank/payment gateway provider not agreeing to extend or keep extended, for any reason whatsoever, the usage of the payment processing mechanism for processing transactions of User, or in the event of any regulatory restrictions imposed on service provider who provides payment processing mechanism services, Herman Miller India shall not be responsible and/or liable for any loss or damages including consequential damages arising on account of the failure of payment processing mechanism services.

There may be delay in provision of services available on the Website due to factors beyond the reasonable control of Herman Miller India and therefore Herman Miller India shall not be held responsible and liable for any delay and/or failure in performance of services by Herman Miller India due to such factors.

Except as specifically mentioned in specifications of any Product offered for sale on the Website, Herman Miller India does not make any representation, warranty and/or guarantee whatsoever as to the (a) availability, timelines, lack of viruses and/or other harmful components, accuracy, adequacy, reliability, completeness, suitability and/or applicability of the information to a particular situation; (b) that the service available on the Website will be uninterrupted, timely, secure, and/or error-free; (c) all information, software, Products, services and related graphics are provided "as is" without warranty of any kind. Herman Miller India hereby disclaim all warranties and conditions with regard to any software available on the Website, Products and services available on the Website including all implied warranties and conditions of merchantability, fitness for a particular purpose, workmanlike effort, title and non-infringement. (d) the images / pictures of Products published on the Website may be indicative and final Product may differ from the images / pictures published on Website relating to any particular Product.