Terms and Conditions
The Yard is in the business of operating and managing a chain of business centers/ co-working under the name “THE YARD®”, which provide office space to individuals and entities for carrying out their respective professional and business activities.
TERMS:
1. Membership of The Yard entitles the Member to access and utilise the facilities and services (together, “Services”) provided at The Yard.
The Member hereby avails and The Yard hereby agrees to provide the Member membership of The Yard, as per the terms and conditions set forth below
1.1 SCOPE OF SERVICES
● Office Access Timings: 8:00 – 20:00, 365 days
● Peak Service Hours: Mon- Fri 10:00 – 18:00 / Sat 10:00 – 15:00
● Furniture: Ergonomically designed work tables and chairs
● Internet: Standard package offered comes with superior User Experience with a dedicated per-user speed of 5 Mbps, no Capping on Data Volume.
● Wi-Fi: Available with secure network
● Electricity with back-up: With generator
● Drinking-Water: Mineral Water Dispensers (self-service)
● Tea and Coffee: Unlimited tea and coffee (self-service)- Peak service hours only
● Meeting and Discussion Rooms: Free meeting room credits of 1.5 hours per seat per month are available which can be used for reservations (not applicable for conference rooms). Free to Use Pay to Reserve’ Policy also available. Contact community manager for assistance
● Member Support: Dedicated supervisor will be available at the premises
● Housekeeping: Included (during Peak Service Hours)
● Security: Available 24*7
● Parking facilities: Dedicated parking is also available. Rs. 5,000/- per car parking plus taxes and Rs. 1,000/- per bike parking plus taxes. (Please note: Member is required to serve a minimum of 30 days notice period before canceling the allocated dedicated parking slot/slots.
2. Security Deposit and Fees
2.1. As security for the due observance of the representations, warranties and covenants hereunder, the Member shall pay to The Yard an agreed amount, as a non-interest bearing refundable deposit.
2.2. The Security Deposit shall be non-interest bearing and refundable. The Security Deposit shall be refunded upon the expiry or earlier termination of this Agreement within 30 days of such termination, subject to deductions for any default or breach having been committed by the Member, including but not limited to
(i) default or delay in payment of Fees (as defined below);
(ii) destruction or damage to any The Yard property;
(iii) default in the observance of any of the representations, warranties or covenants set forth herein; and/or
(iv) any liability to indemnify as per the terms of this Agreement. The quantum of such deductions shall be determined by The Yard at its discretion but shall not exceed the actual cost incurred/suffered by The Yard in this regard. The Yard will retain the entire Security Deposit until the expiry or earlier termination of this Agreement, including during the Notice Period specified in the agreement.
Towards the Services provided by The Yard to the Member, the Member shall pay The Yard the amount as ‘Fees’ as agreed.
2.4. The Fees shall be exclusive of all applicable taxes which shall be payable by the Member.
2.5. The Member shall pay the Fees to the account designated by The Yard as agreed, on or before the 07th (seventh) day of each month, in advance. The Member agrees to pay late payment charge of Rs.500/- per day for payment after the due date, and an interest on the outstanding amount at the rate of 2% (two percent) per month, from the date of default till the date of full payment.
2.6. The internet services will be withheld from 10th (tenth) day of that month until the full fee payment is made. The Member agrees that The Yard is entitled to charge Rs.500/- as reactivation charges in case of such delays.
2.7. No change, amendment, alteration, rescission, termination, notice of termination, discharge, abandonment, or waiver of this Agreement or any of the provisions hereof, nor any representation, promise or condition relating to this Agreement will be binding unless made in writing and signed by both the parties hereto.
2.8. There will be a fee escalation applicable once the lock-in period gets over. The same can be discussed and decided mutually.
3. Representations and Warranties
3.1. Each party, The Yard and the Member, hereby represent and warrant that:
3.1.1. It is validly established, in existence and duly registered under applicable laws and regulations;
3.1.2. It has obtained requisite approvals and all governmental, statutory, regulatory or other consents, licenses and authorisations required for it to enter into and perform its obligations under this Agreement; and
3.1.3. This Agreement will not give rise to a breach of any law, regulation, agreement, judgement or decree by which it is bound.
3.2. The Member hereby further represents, warrants and covenants that:
3.2.1. The Member will use the The Yard only for the purpose of its professional and business activities;
3.2.2. The Member shall use the Premises only for its office operations and for no other purpose. The Member shall not carry on or permit to be carried on in the Premises, or in any part thereof, any activities which are unlawful, illegal or dangerous in nature.
3.3. The Member shall obtain valid and subsisting licenses in respect of any third-party material, equipment and / or software used during the course of its professional and business activities at the The Yard.
3.4. The Member shall take adequate measures to protect the safety and security of the Member and the Member’s employees, contractors, vendors, visitors or agents, while working out of the The Yard;
3.5. The Member shall take adequate safeguards to protect any articles, possessions and properties, including information, brought into or used by the Member at the The Yard;
3.6. The Member will not do, or cause to be done, any act or omission that will damage or impair the structure, fixtures, functioning, reputation and / or goodwill of The Yard;
3.7. The Member will not to bring into the The Yard or any part thereof any goods of hazardous or combustible nature or any big, heavy or pointed article/s which may cause damage to the structure, floorings, carpets or interiors of the The Yard;
3.8. Possession and usage of liquor and drugs in the premises is strictly prohibited.
3.9. The Member shall limit the usage of workspace strictly to the area allocated.
3.10. Pets are not allowed within the Premises.
3.11. The Member shall not cause any nuisance and / or annoyance to other members /constituents of the The Yard;
3.12. The Member shall retain the confidentiality of any information that it receives or acquires from other members / constituents of the The Yard;
3.13. The Member will comply with all applicable labour laws and regulations in respect of engaging any employees or contractors;
3.14. The Member will observe and adhere to prevalent moral standards and standard business ethics;
3.15. The Member will abide by all applicable rules and regulations in respect of the use of The Yard; The Yard retains its right to modify such rules and regulations from time to time through a notice in general to the members and the Member hereby agrees to abide by the same;
3.16. The Member will maintain cleanliness and follow The Yard standard practices to ensure hygiene, while using the The Yard;
3.17. The Member shall not permit or facilitate any third party to avail of the Services provided by The Yard through the Member’s membership and specifically, shall not allow any third party to use the working space provided to the Member as a part of the Services;
3.18. The Member shall not make, or abet, any claim of tenancy, sub-tenancy or any other right in respect of the properties that constitute The Yard;
3.19. In the event of any change in the information furnished by the Member to The Yard, or upon the Member becoming aware of any event that could have a materially adverse effect, on the operation of The Yard, the Member shall promptly inform The Yard of the same;
3.20. Policies and guidelines provided in Members Handbook have to be read and followed strictly by Member. All up-to date policies and guidelines are available online and with the local centre supervisor at any time. Members handbook is subject to change without any specific notice.
3.21. The Member shall always observe and perform all the terms and conditions, covenants and provisions on which the Premises is agreed to be given for use.
3.22. The Member shall comply with the safety measures as may be reasonably and properly recommended by the Fire Department or any other authority.
Following policies are part of Members handbook:
Meeting room Policy 3.17.1. 3.17.2. 3.17.3. 3.17.4. 3.17.5. 3.17.6. 3.17.7. 3.17.8. 3.17.9.
Internet Policy Noise Policy Access Cards Policy Damage of Company Property Policy Housekeeping Policy Security Policy Kitchen Policy Washroom Policy
3.17.10. Common Area Policy
3.17.11. Sexual Harassment Policy
3.17.12. Smoking Policy
3.17.13. Parking
4. Indemnity
4.1. The Member shall indemnify The Yard, its Partners, employees, contractors and agents from and against all claims, losses or damages (including costs, expenses and reasonable attorneys’ fees) made against or suffered by them on account of any act or omission committed by the Member, its employees, contractors, clients, visitors and/or agents, including but not limited to,
4.2. Breach of any representations, warranties or covenants set forth herein;
4.3. Violation of any applicable laws or regulations;
4.4. Breach of any rights of third parties, including but not limited to, rights of other members / constituents of the The Yard, whether under tort, contract or statute;
4.5. Any claim raised by any of the Member’s employees, contractors, vendors or agents; and
4.6. Any negligence or willful misconduct in the utilization of The Yard and Services.
5. Exclusion of Liability of The Yard
5.1. The Member hereby agrees and acknowledges that the Member is solely responsible for:
5.1.1. The safety and security of the Member and the Member’s employees, contractors, vendors, visitors or agents, while working out of the The Yard;
5.1.2. The safety and security of the articles, possessions and properties, including information, brought into or used by the Member at the The Yard; and
5.1.3. The conduct of the Member’s professional and business activities at the The Yard; The Yard shall not, in any manner, be responsible or liable for the same.
5.2. In no event, shall either Party be liable for any loss of business, loss of opportunities, loss of data or loss of profits, whether actual or anticipated, or any indirect, consequential or incidental losses, arising out of or in connection with the provision of Services under this Agreement, even if advised of the possibility of the same.
5.3. Notwithstanding anything contained in this Agreement, the aggregate liability of The Yard under any circumstances shall be limited to the Membership fees received by it from the Member under this Agreement.
6. Term and Termination
6.1. This Agreement shall come into effect on date mentioned as “Membership start date”.
6.2. This agreement is deemed to be renewed unless the Member specifically requests in writing for its termination by giving a written notice to The Yard, after completion of the Lock-in Period.
6.3. The Member may issue written notice to terminate this Agreement at any time, at its discretion, after completion of the Lock-in Period. It is clarified further that the Notice Period will start only after completion of the Lock-in Period.
If the member exits without written notice of the specified duration in accordance with the Notice Period, the Member shall be liable to pay to The Yard an amount equivalent to the sum total of Monthly service fees for the unexpired portion of Notice Period.
6.4. If the Member breaks the Lock-In term, the Member shall be liable to pay to The Yard an amount equivalent to the sum total of Monthly service fees for the unexpired portion of Lock-in Period and the entire portion of Notice Period.
6.5. The Yard may terminate this Agreement without cause by issuing a thirty (30) days’ written notice to the Member. This is applicable in the case where The Yard terminates its lease deed with the landlord for any reason. In such a situation, The Yard shall make best efforts to accommodate the Member in a nearby THE YARD center by providing the same commercial terms as this Agreement with prior consent of the Member.
6.6. Notwithstanding Clause
In clause 6.5 above, in the event of the Member’s breach of any of the terms set forth in Clause 3 (Representations and Warranties), The Yard reserves the right to terminate this Agreement with immediate effect, upon service of written notice to the Member.
6.7. Upon expiry or earlier termination of this Agreement, for any reason mentioned above,
6.7.1. The Member’s Membership of The Yard shall immediately cease;
6.7.2. The Member shall immediately remove from the The Yard any and all articles brought in by the Member;
6.7.3. The Member agrees to pay any outstanding Fees or any other amounts due to The Yard for Services / additional services rendered, failing to which The Yard shall deduct the same from the Security Deposit;
6.7.4. The Yard agrees to refund the Security Deposit to the Member, in accordance with the provisions of Clause 2.02.
6.7.5. The Member shall immediately de-register the address allocated by The Yard during the term of the Agreement (if applicable only), with all the relevant government departments, agencies, entities, bureaus, etc., including the Registrar of Companies. The Security Deposit will be withheld, and penalty fees may be charged to the Member till the time satisfactory documentary evidence is provided by the Member that the address allocated by The Yard is de-registered and is not being used beyond the term of the Agreement.
6.8. Expiry or earlier termination of this Agreement will not prejudice any rights of the Parties that may have accrued prior thereto. Any provision of this Agreement, which by its nature is meant to survive the expiry or earlier termination of this Agreement (including but not limited to, provisions pertaining to the protection of confidential information) shall continue to be binding upon the Parties.
7. MISCELLANEOUS
7.1. CONFIDENTIALITY: Each Party shall treat any data and information, whether written, oral or visual, disclosed to it or which comes into its possession or knowledge in connection with this Agreement as confidential and shall not disclose the same to others, except as may be required by law or as may be required to be disclosed on a “need-to-know” basis for the purpose of implementing this Agreement.
7.2. NO ASSIGNMENT: Neither this Agreement nor any right or obligation hereunder, or any part thereof, shall be assigned by the Member to any third party without the prior written consent of The Yard.
7.3. FORCE MAJEURE: Neither Party shall be liable for any failure or delay in performing its obligations hereunder due to circumstances beyond its reasonable control, provided, that it notifies the other Party of such conditions as soon as practicable and uses its best efforts to resume performance. In case such conditions subsist, Parties may discuss measures to mitigate such conditions and agree upon alternative modes of effectuating the terms set forth herein; or alternatively, the affected Party may terminate this Agreement upon giving notice to the other Party. In case a compulsory complete lockdown is imposed by the Government, Member will be charged a discounted 50% of the Membership fees payable for that month. Further for every such discounted month of invoicing, the lock-in period specified in the agreement shall be increased by a month therein.
7.4. NOTICES: Any notice in connection with this Agreement must be in writing and
(i) be hand-delivered or sent to the address specified here in above by way of registered post acknowledgment due.
Or
(ii) by email as mentioned below
THE YARD email – varnit@theyard.co.in
7.5. NO AGENCY: This Agreement is on a principal to principal basis and nothing herein contained shall be construed or interpreted as constituting either Party hereto the agent or representative of the other Party, under any circumstance.
7.6. HEADINGS: The headings contained in this Agreement are solely for the purpose of reference and shall not in any way affect the meaning or interpretation of this Agreement.
7.7. SEVERABILITY: If any provision of this Agreement is held to be invalid or unenforceable, the validity of the remaining provisions shall not be affected, and the remainder of this Agreement shall continue to be valid and binding on the Parties
7.8. WAIVER: A Party’s failure to exercise any of its rights hereunder shall not constitute or be deemed a waiver or forfeiture of any such rights.
7.9. ENTIRE AGREEMENT: This Agreement, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior and contemporaneous communications and understandings between the Parties, written or oral, relating to its subject matter. If the Member continues to occupy the space and avail services beyond the Period without renewing the current Agreement or getting into a fresh Agreement, all the terms and conditions of this Agreement shall continue to apply to the Member, including the notice period requirement. However, The Yard shall hold the absolute right to amend any terms, including revised pricing, denial of access to the workspace, etc., at any time beyond the validity period of this Agreement, at its sole discretion.
7.10. REGISTRATION: This Agreement shall be executed on appropriate value stamp papers and the same shall be registered with the office of Registrar of competent jurisdiction. The cost of stamping shall be borne by the Member and the Member shall keep the original registered Agreement and a copy shall be provided to THE YARD
7.11. AMENDMENTS: All changes and amendments to this Agreement hereto, are valid only if made in writing and signed by both Parties.
7.12. COUNTERPARTS: This Agreement may be executed in 2 (two) counterparts, each of which shall be treated as an original and be capable of being enforced.
7.13. GOVERNING LAW AND DISPUTE RESOLUTION: This Agreement shall be governed by the laws of India and the courts at Bengaluru, India shall have exclusive jurisdiction to try any dispute arising therefrom. In witness whereof, on the date and place first mentioned, the parties have caused to be signed and executed this Agreement in two copies each on stamp papers, one copy each shall remain in the possession of each party and each of which shall be deemed to be authentic.
8. The Yard agrees to provide the services as specified herein and to allocate the corresponding area, for which the Member has consented to make payment. The Yard hereby grants the Member a non-exclusive right to utilize the designated area. It is understood that The Yard reserves the right to allocate an alternative area of equivalent size as necessary; in such instances, The Yard shall provide advance notice to the Member regarding any changes to the allocated area.