Sales Conditions 

We are registered in Latvia under company number 41503044169, VAT Registration Number: LV41503044169.
Registered office: 7B Stiklu Street (Stiklu iela 7B), Daugavpils, LV-5404, Latvia.

Website: www.elementfitness.eu is a site operated by SIA ELEMENT LAB (Element Fitness).

Official Contact Email: info@elementfitness.eu

Bank Details: For security reasons, our official banking details are provided exclusively on the Pro-Forma Invoice or Invoice issued by our managers. Please verify the details before making any payments.

2.1 Your order constitutes an offer to us to buy a Product or Service. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that your order has been accepted (the Pro-Forma Invoice or Invoice). The contract between us (Contract) will only be formed when we send you the Pro-Forma Invoice or Invoice. The price offer and the Pro-Forma Invoice are valid for payment for 30 (thirty) calendar days from the date of issue. Unless otherwise agreed in writing, production or dispatch of the Products will commence only after the full amount (or agreed deposit) has been cleared in our bank account.

2.2 The Contract will relate only to those Products or Services whose dispatch or supply we have confirmed in the Invoice. We will not be obliged to supply any other Products or Services which may have been part of your order unless such Products or Services have been confirmed in a separate Invoice.

2.3 In the event that Element Fitness product is mistakenly listed at an incorrect or outdated price, we reserve the right to refuse or cancel any orders placed for product listed at the incorrect price.

2.4 Ownership of the Products will only pass to you when we receive full payment of all sums due in respect of the Products, including delivery charges. All bank charges, transfer fees, and currency conversion costs are the sole responsibility of the Buyer (payment instruction 'OUR'). We must receive the exact amount

stated in the Pro-Forma Invoice or Invoice.

2.5 Where you dispute any invoice, you shall notify us within 3 (three) business days in writing. We shall provide all such evidence as may be reasonably necessary to verify the disputed invoice, and the parties shall negotiate in good faith to attempt to resolve the dispute promptly. We reserve the right not to supply any further Products to you while such a dispute is ongoing. Where only part of an invoice is disputed, you shall pay the undisputed amount on the due date for payment as set out. If the parties have not resolved the dispute within 30 (thirty) days of your notice of dispute, we reserve the right to terminate the Agreement, whereupon all Charges payable under the Invoice shall become immediately due and payable.

2.6 All Charges due under the Agreement shall be paid in full without any set-off, counterclaim, deduction or withholding except as required by law. We may, without limiting our other rights or remedies, set off any amount or respectable Products amount owing to you by us against any amount payable by us to you.

2.7 Orders for customized, bespoke, or made-to-order Products (including custom RAL colors, custom dimensions, or personalized branding) cannot be cancelled once production has commenced. Any deposits paid for such orders are strictly non-refundable.

4.1 We shall use reasonable endeavours to deliver the Products to the location set out in the Order Terms or such other Delivery location as the parties may agree at the date agreed between the parties. Where the Delivery Location is otherwise than at our warehouse, please note that additional charges may apply, which we shall inform you of in advance, and all prices in price lists quoted are on an EX WORKS basis (according to Incoterms 2020) from our premises unless specified otherwise. The delivery rates are calculated for open delivery dates, which are indicative and is therefore excluded any responsibility of the Element Fitness for any damages arising from early or late delivery, total or partial.

4.2 Delivery of the Products shall be completed on the Products' arrival at the Delivery Location. The customer is liable for cargo unloading from the truck and primary visual inspection. We are strictly responsible for the manufacturing quality, full completeness, and reliability of the factory packaging up until the moment of loading. From the moment the CMR is signed for loading, the responsibility for the physical safety of the goods transfers to the carrier. After unloading, full responsibility transfers to the Customer. We shall not be liable for any delay in delivery of the Products that is caused by your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Products, or your failure to take delivery of the Products.

4.3 MANDATORY CARGO ACCEPTANCE ALGORITHM

To protect your rights and ensure compensation in case of transit damage, the following procedure must be strictly followed upon arrival of the Products:

1. Inspection before unloading: Conduct a primary visual inspection of the integrity of the pallets and/or boxes while they are still inside the truck.

2. Photo documentation: If any defects, damages to the packaging, or suspected damages to the Products are visible, you must take clear photos of them inside the truck body prior to unloading.
3. CMR Notation: You must make a specific note on the CMR document (e.g., "Packaging damaged, goods accepted with reservation") and draw up a formal damage report (act) signed by the driver.
4. The CMR Signature: Your signature on the CMR without any reservations legally confirms that the cargo was delivered in perfect condition. Any chips, dents, or damages discovered after CMR signature will not be compensated by the transport company, and Element Fitness shall bear no liability for such damages.
5. Damage Inspection Act: If the cargo or packaging is damaged, a formal damage inspection report (act) must be drawn up immediately and strictly signed by the driver prior to their departure.
6. Transit Claim Deadline: Any claim related to transit damage, supported by the photos from the truck, CMR notes, and driver's act, must be submitted to us in writing within 1 Business Day from delivery.

4.4 We may deliver the Products by instalments. Any delay in delivery or defect in an instalment shall not entitle you to cancel any other instalment.

4.5 If you fail to accept or take delivery of any Products, then except where such failure or delay is caused by our failure to comply with our obligations under the Agreement then delivery shall be deemed to have taken place within 2 Business Days following the day on which we notified you that the Products were ready, and

we reserve the right to either store the Products until delivery takes place, and charge you for all related costs and expenses (including insurance), or to cancel the Agreement.

4.6 Any claim by you which is based on any manufacturing defect in the quality or condition of the Deliverables, missing parts, or their failure to correspond with Specification shall (whether or not delivery is refused by you) be notified to us in writing within 3 Business Days from the date of delivery of the Products or completion of the Services or within a reasonable time after discovery of the defect or failure.

5.1 We warrant to you that any Product purchased from us will perform in accordance with its specifications, subject to fair wear and tear. This warranty covers only defects in materials and workmanship. The warranty covers the free replacement of any defective parts in order to restore product function, sending missing parts from the specification free of charge, or, at our option, a replacement of the whole Product if we do not believe that it can be repaired by the replacement of parts. We are not liable for the use of the equipment in any way that does not comply with the instructions, or for use by persons in unsuitable physical conditions,

as the users are responsible for ascertaining the suitability of their health. The users should use the equipment purchased only under their own exclusive responsibility, using the machinery correctly in strict observance of the safety regulations.

5.2 Element Fitness offers a 5-year warranty on all structural steel material, equipment frames, and welding integrity when used as intended, applicable to the original purchaser.

5.3 Element Fitness offers a 20-year warranty against through-corrosion (structural rust-through) of metal elements. This specific warranty is valid provided the equipment has not been subjected to excluded environmental conditions (see clause 5.5) and that any surface scratches or dents have been promptly and properly treated (touched up) by the Buyer to prevent rust formation.

5.4 Powder coating is warrantied for 2 years after receipt of the order as applied to the original purchaser. A 1-year warranty applies to plastic parts, moving and wooden parts, steel cables and chains, nets and ropes. Padding parts for indoor use are warrantied for 6 months. Warranty items are subject to inspection by the Element Fitness production team in order to determine if warranty-voiding abuse, neglect, or misuse is present.

5.5 This warranty does not cover and becomes void in the following cases:

● Any damage incurred due to improper storage, installation, use, vandalism, or natural disasters;

● Metal parts exposed to saltwater, saltwater fog, or highly chlorinated environments (e.g., indoor pools) may experience corrosion;

● Scratches, dents, or abrasions from normal use that result in surface corrosion if left untreated by the Buyer;

● Minor natural cracks, bends, splints, or tears in wood, which are considered normal wear and tear;

● Any slight fading of colors or other cosmetic faults and defects due to UV exposure or weather conditions;

● Neglecting installation and regular maintenance instructions (including failure to retighten bolts, lubricate moving parts, or replace worn consumables);

● Any faults resulting from improper maintenance;

● Modifications or repairs made to the product or its parts by third parties other than Element Fitness or authorized Dealers;

● The installation or labor costs of any parts replaced under warranty.

5.6 WARRANTY CLAIM PROCEDURE:

To initiate a warranty claim, the Buyer or authorized Dealer must conduct a primary visual and technical diagnosis. All claims must be submitted in writing and accompanied by clear photographic/video evidence of the defect, a description of the issue, and the product's serial number or original invoice. We reserve the right to reject warranty claims if sufficient evidence is not provided.

5.7 WARRANTY REPLACEMENT

Our sole liability in respect of a breach of the warranty is to send a replacement of the defective parts or, at our option, to replace the Product as referred to in clause 5.1. Upon verification and approval of a warranty claim based on the provided photographic or video evidence, we reserve the right, at our sole discretion, to

dispatch replacement parts free of charge immediately, without requiring or waiting for the Buyer to return the defective parts to our warehouse. We may, however, request the return, secure disposal, or local destruction of the defective parts on a case-by-case basis.

5.8 Our liability for losses you suffer as a result of us breaking this agreement is strictly limited to the purchase price of the Product or Service you purchased.

5.9 We are not responsible for indirect losses which happen as a side effect of the main loss or damage (such as loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, waste of management or office time) however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.

7.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).

7.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

(a) Strikes, lock-outs, or other industrial action.

(b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.

(c) Fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic, or other natural disaster.

(d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, or major global logistics disruptions.

(e) Impossibility of the use of public or private telecommunications networks.

(f) The acts, decrees, legislation, regulations, restrictions, economic sanctions, or embargoes of any government.

(g) Severe shortages of raw materials, unpredictable and extreme spikes in commodity prices (e.g., steel), or failures of third-party suppliers/subcontractors that are beyond our reasonable control.

7.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event. However, a Force Majeure Event shall not excuse the Buyer from any payment obligations for Products already delivered or custom/bespoke Products already in production prior to the event.

7.4 If the Force Majeure Event continues for a continuous period of more than 60 days, either party may terminate the Contract by giving written notice to the other party, without liability for such termination (save for the Buyer's obligation to pay for any Products already supplied or custom-made).

8.1 We have the right to revise and amend these terms and conditions to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements, and changes in our system's capabilities.

8.2 You will be subject to the policies and terms and conditions in force at the time that you order products from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Dispatch Confirmation. In such a case, we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary in writing within 3 business days of receiving the notification of the change, and in any event, strictly PRIOR to the dispatch of the Products.

8.3 SEVERABILITY:

If any court or competent authority decides that any of the provisions of these terms and conditions are invalid, unlawful, or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.

8.4 ENTIRE AGREEMENT:

These terms and conditions and any document expressly referred to in them (including the Pro-Forma Invoice and Invoice) constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangements, understandings, or agreements between us relating to the subject matter of any Contract. Oral agreements or promises made by sales representatives are not binding unless confirmed in writing.