Terms & Conditions
Terms and Conditions of Sale
- SELLER'S TERMS TO GOVERN: This document (including the quote or other statement of terms to which these Terms and Conditions of Sale are attached), whether designated as a quote, offer, or sales acknowledgment, is an offer to sell made by Fit Dreams, L.L.C., dba Cirrus Fitness (“Cirrus” or “Seller”) to the buyer (the “Buyer”) identified on such quote. Acceptance is expressly limited to the terms of Cirrus’ contract as set forth herein, and in the event that Buyer's acceptance or other response hereto states terms additional to or different from those set forth herein, this document shall be deemed a notice of objection to such additional or different terms and rejection thereof. 2. PRICES: Prices shown are Seller's prices in effect on the date of the quote, sales order or other comparable document to which these Terms and Conditions of Sale are attached, which are incorporated into and constitute a part of these Terms and Conditions of Sale. Prices are shown in U.S. dollars. Quotes shall expire thirty (30) days after the date hereof unless otherwise noted hereon. Verbal price representations, whether given before or after the date of the quote, cannot and do not supersede a written price quote. Seller reserves the right to correct any clerical or mathematical errors prior to Buyer acceptance. Shipments will be billed at prices stated on accepted orders unless delays have been initiated or requested by Buyer, which shall, at Seller’s sole and absolute discretion, entitle Seller to quote a new price, and/or to any and all additional costs and expenses resulting from such delay. All administrative and handling charges that may occur over and above the prices quoted will be assumed by Buyer.
- TAXES AND DUTIES: Buyer is responsible for all applicable sales , use or other taxes and government charges imposed by any governmental body upon the transaction unless the Buyer is exempt from such taxes and the Seller receives the Buyer’s Certificate of Exemption prior to shipment.
- TERMS OF PAYMENT: Unless the terms of payment are otherwise expressly set forth at the top of the quote, sales order or comparable document to which these Terms and Conditions of Sale are attached, Seller shall pay a deposit equal to fifty percent (50%) of the purchase price when Buyer’s order is placed, and the remainder of the purchase price shall be payable upon shipment. If payment on the goods to Seller is in arrears, Seller shall have the right and option to instruct the Manufacturer to withhold warranty rights, as outlined in the Manufacturer’s written Limited Warranty pertaining to each product or service sold or provided hereunder (the “Limited Warranty”), or to withhold service and parts. Buyer agrees to pay all costs of collections, specifically including but not limited to reasonable attorney’s fees and all court costs.
- SHIPMENT: All products are shipped F.O.B. from origin, unless otherwise specified. The title of the equipment passes to Buyer upon receipt of full payment. Buyer is responsible for any loss or damage to shipments after leaving the point of manufacture. Buyer is responsible for recording any shortages, damages or losses on the Delivery Receipt at the time of delivery. A copy of Buyer's Delivery Receipt must be forwarded to the Cirrus Customer Service Department, at the address identified in paragraph 10 hereof, when damage or losses are claimed. All concealed damage, or damage not apparent until the equipment is unpacked and examined, must be reported to the Cirrus Customer Service Department at the address or telephone number identified in paragraph 10 hereof within 48 hours of delivery. All concealed damage claims must be made within fifteen (15) days from the delivery date. Buyer is responsible for notifying the Carrier to perform an inspection of the damages before the close of business on the fifteenth day after delivery. All packaging materials must be kept available by Buyer for the inspection. Failure to report a concealed damage claim as outlined above will affect Buyer's ability to fully recover damages from the Carrier and will result in Buyer assuming any costs incurred for replacing or repairing the damage. 6. MANUFACTURER: Buyer acknowledges that the equipment purchased by Buyer is manufactured by Cybex International, Inc. and/or its affiliated companies (the “Manfacturer”), and that Seller is not an affiliate of, or otherwise owned or controlled by, the Manufacturer. ALL EQUIPMENT SOLD TO BUYER HEREUNDER IS SUBJECT TO THE MANUFACTURER’S WARRANTIES ONLY. SELLER MAKES NO GUARANTEE, AND PROVIDES NO OTHER ASSURANCE THAT THE MANUFACTURER WILL HONOR ITS WARRANTY OBLIGATIONS TO BUYER. BUYER’S SOLE AND EXCLUSIVE REMEDIES FOR MANUFACTURER’S FAILURE TO HONOR ITS WARRANTIES SHALL BE DIRECTLY AGAINST MANUFACTURER, AND BUYER HEREBY EXPRESSLY WAIVES ANY CLAIMS IT MAY HAVE AGAINST SELLER FOR A BREACH OF MANUFACTURER’S WARRANTIES. 7. INSTALLATION: Seller is responsible for installation of the equipment at Buyer’s expense, except as otherwise provided herein or requested by Buyer. Buyer is solely responsible for insuring adequate power supply and electrical connection consistent with the requirements of the purchased equipment as well as that the purchased equipment can properly fit in one piece through doorways, hallways, stairs and other areas on its way to its intended installation place, and properly fits in its intended installation place including but not limited to ceiling heights and width/length from walls. Installation includes unpacking, assembly and an operational check of the equipment. Unless otherwise specifically provided in writing, Buyer has full responsibility for assuring the Carrier places the equipment in its final use location. Shipping and handling charges cover trucking and placement of equipment in any predetermined location in Buyer’s facility or home. Buyer will assume all costs and expenses incurred as a result of deliveries requiring the equipment to be carried more than 100 feet from the closest point accessible by a commercial tractor trailer, and those deliveries requiring the use of a hoist, other special equipment, services or additional manpower. Installation does not include the anchoring of equipment sold to Buyer. Buyer is responsible for all anchoring. Buyer will assume all costs and expenses associated with transportation, storage, manpower, waiting time, or returns for the equipment that is delivered to the requested location when delivery cannot be accepted for any reason. 8. DELIVERY: Any delivery date stated under these Terms and Conditions of Sale is the Seller's best estimate and is based upon prompt receipt of all necessary information and payment from Buyer. Seller makes no guarantee of delivery by such date and shall have no liability or other obligation for failure to deliver on such date, regardless of cause, unless expressly stated otherwise in writing. Seller shall have no liability or other obligation hereunder if its performance is delayed or prevented to any extent by any event outside Seller’s direct control such as, but not limited to, any act of God, act of war or terrorism, strike or work stoppage, fire, flood, accident, allocation or other controls of the Government authorities, shortage of transportation, fuel, material and labor, failure of civil infrastructure or telecommunications, or any other cause beyond the Seller 's reasonable control.
- CANCELLATION or ALTERATION: No order may be canceled or altered after Seller’s receipt of a quote, sales order or comparable document signed by Buyer unless agreed to by Seller. Cancellation or alteration of orders, if agreed to by Seller, will obligate Buyer to pay to Seller a handling charge of 25% of the sales order amount plus any and all expenses incurred and damages sustained by Seller to return the product to the point of manufacture. Custom orders obligate Buyer to pay Seller 100% of the sales order amount plus any and all expenses sustained by Seller to return the product to the point of manufacture. Seller will make every reasonable effort to cause Manufacturer to ship by the estimated date, but failure to do so shall not be cause for cancellation.
- RETURNED GOODS: Without limiting Buyer’s rights under the Manufacturer’s warranties, Seller has no obligation to accept a return of equipment sold to Buyer for any reason, whether such equipment is defective or otherwise. Seller may agree to arrange for a return of equipment to Manufacturer at Seller’s sole discretion. When agreed to by Seller, Buyer may only return products to Manufacturer with a Return Authorization Number, obtainable by writing to Cirrus, Attn: Customer Service Department, 230 Park Avenue, Suite 814, New York, NY 10169, or by contacting the Cirrus Customer Service Department by telephone at [number], or by email at HYPERLINK "mailto:email@example.com" firstname.lastname@example.org. Buyer's failure to obtain this Return Authorization Number will prevent Seller and Manufacturer from being liable when the returned product is not accepted by Manufacturer's receiving dock. Buyer must ship all returned products freight prepaid.
- PRODUCT AND QUOTATION CHANGES: Manufacturer reserves the right to change or revise specifications and product design in connection with any feature of Manufacturer’s products. Such changes do not entitle Buyer to corresponding changes, improvements, additions, or replacements for product previously sold or shipped. In addition, Seller reserves the right to change any products and/or prices quoted to a customer if the customer has not confirmed the quotation by placing an order with Seller and/or Seller believes that market conditions have changed since the quotation was made. Seller is not responsible for changes to product specifications arising between the date an order is placed by Buyer and the date the order is confirmed by Manufacturer; however, if a material change in product specifications is made after the date of Buyer’s order but before the order is confirmed by Manufacturer, Seller shall use good faith efforts to afford Buyer an opportunity to revise or reconfirm Buyer’s order prior to shipment, but nothing herein shall be construed to give Buyer a right to cancel any order or obtain a refund as a result of a change in product specifications arising after the date of Buyer’s order; if a model is discontinued after the date of Buyer’s order for that particular model, Seller shall not substitute the ordered model with a different model without Buyer’s prior consent.
- INDEMNIFICATION BY NON-CONSUMER BUYERS: Non-consumer Buyers agree to and do hereby indemnify and hold harmless Seller against all costs and expenses, including attorney's fees, damages, liabilities and judgments for personal injuries, including death, resulting from the use or misuse of Manufacturer's products sold by Seller, the Buyer’s failure to provide adequate instructions to individuals using the products, failure to provide required product maintenance, and/or failure to bolt product as provided in Manufacturer's Owner's Manual, however caused or alleged to have been caused directly or indirectly by Buyer, its agents, officers, directors and employees.
- AMENDMENT, MODIFICATION or SUBSTITUTION: This document, together with the Limited Warranty, shall contain the entire agreement between the parties. Any modifications thereof must be in writing and signed by Seller. No prior dealings of the parties or trade custom not embodied herein shall alter the interpretation or enforcement of this contract.
- DISCLAIMER OF WARRANTIES AND LIMITATION OF REMEDIES: SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO GOODS OR SERVICES PROVIDED BY SELLER; MANUFACTURER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO GOODS OR SERVCIES PROVIDED BY MANUFACTURER, OTHER THAN THOSE SET FORTH IN THE APPLICABLE LIMITED WARRANTY. BUYER SHOULD CONSULT THE LIMITED WARRANTY FOR THE TERMS, CONDITIONS AND LIMITATIONS OF THE EXPRESS WARRANTY PROVIDED HEREUNDER. BUYER ACKNOWLEDGES AND AGREES THAT BUYER HAS RECEIVED A COPY OF THE LIMITED WARRANTY APPLICABLE TO THE PRODUCT OR PRODUCTS PURCHASED HEREUNDER. ADDITIONAL COPIES OF THE LIMITED WARRANTY MAY BE OBTAINED BY CONTACTING CIRRUS CUSTOMER SERVICE TOLL FREE TELEPHONE AT [NUMBER], OR VIA EMAIL AT HYPERLINK "mailto:email@example.com" firstname.lastname@example.org. NO PERSON HAS AUTHORITY TO MAKE ANY STATEMENTS ABOUT THE PRODUCTS SOLD HEREUNDER AND SUCH STATEMENTS DO NOT CONSTITUTE WARRANTIES, SHALL NOT BE RELIED UPON BY THE BUYER, AND ARE NOT PART OF THESE STANDARD TERMS AND CONDITIONS, INCLUDING THE LIMITED WARRANTY INCORPORATED HEREIN. ALL WARRANTIES OTHER THAN THE WARRANTIES EXPRESSLY PROVIDED HEREIN AND IN THE LIMITED WARRANTY ARE SPECIFICALLY EXCLUDED. IN THE CASE OF NON-CONSUMER BUYERS, ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. IN THE CASE OF CONSUMER BUYERS, THE DURATION OF ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE LIMITED TO THE DURATION OF THE EXPRESS WARRANTIES PROVIDED HEREIN AND IN THE APPLICABLE LIMITED WARRANTY. NEITHER SELLER NOT MANUFACTURER WILL BE LIABLE FOR ANY DIRECT OR INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, LOSSES, OR EXPENSES, INCLUDING, BUT NOT LIMITED TO COMMERCIAL LOSSES, BUSINESS INTERRUPTION, OR DAMAGE TO PROPERTY OTHER THAN THE PRODUCT OR PRODUCTS SOLD HEREUNDER.
Notice to Consumer Buyers: Some States do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from State to State.
- THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT APPLICATION OF RULES GOVERNING CONFLICTS OF LAWS. BUYER AND SELLER EACH HEREBY (1) WAIVES ITS RIGHT TO A TRIAL BY JURY TO RESOLVE ANY DISPUTE ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT, (2) ACKNOWLEDGES AND AGREES THAT THE SOLE AND EXCLUSIVE JURISDICTION AND VENUE FOR ANY LEGAL PROCEEDINGS ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT SHALL BE THE FEDERAL AND STATE COURTS LOCATED IN THE COUNTY AND STATE OF NEW YORK, AND (3) VOLUNTARILY CONSENTS AND SUBMITS TO THE JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED IN THE COUNTY AND STATE OF NEW YORK AND WAIVES A DEFENSE OF FORUM NON CONVENIENS OR SIMILAR DEFENSE. BUYER COVENANTS THAT IT SHALL NOT INITIATE LEGAL PROCEEDINGS AGAINST SELLER IN ANY OTHER JURISDICTION OR VENUE, AND SHALL INDEMNIFY SELLER FOR, AND HOLD SELLER HARMLESS FROM ALL LIABILITIES, DAMAGES, COSTS AND EXPENSES INCURRED AS A RESULT OF OR OTHERWISE IN CONNECTION WITH SELLER’S DEFENSE OF ANY PROCEEDING BROUGHT AGAINST SELLER IN ANY JURISDICTION OR VENUE OTHER THAN THE STATE AND FEDERAL COURTS LOCATED IN THE COUNTY AND STATE OF NEW YORK.
It is understood between the parties that damage to the product, ineffectiveness of the product, or other unintended consequences may result because of many factors including the manner of use or application of the product, all of which are beyond the control of the Seller. All such risks shall be assumed by the Buyer.