DELIVERY TERMS

Products will be delivered as per the details specified in the quotation (“Delivery”).

Please note that at PPI we only accept orders from our website (https://powerplate.in) or through our sales team.

Consumer Customers. If you are a consumer customer, the costs of delivery will be displayed to you on our website. Transportation costs will be calculated from PPI’s Mumbai Warehouse.

PPI will deliver the products to you as soon as reasonably possible after your order and in any event within 10 to 15 days after the day on which we accept your order or, if this is not possible, we will contact you to agree on a delivery date.

If you are ordering services PPI will contact you within 48 hours of accepting your order to agree on a date to begin and complete the services.

Commercial Customers. If you are a commercial customer, prices stated are from PPI’s Mumbai warehouse origin. Prices shown do not include transportation within India and are subject to correction or change without notice.

PPI shall endeavour to deliver the products and/or provide services to you as soon as possible after you place an order, usually within 10 to 15 working days. However, all transportation dates provided to a commercial customer are estimates only. PPI shall have no liability to a commercial customer if PPI, for any reason, does not accept and fulfil any order submitted to PPI, or for delays associated with delivery.

PPI will use its discretion in selecting a reputable carrier for the transportation of the products.

Additional delivery charges may be payable including without limitation, expedited same day delivery, air freight, freight collect, export orders, customer’s carrier, or other special handling by the carrier (“Other Freight Services”). Any charges incurred for Other Freight Services must be paid by commercial customer. Fuel surcharges may be applied and due by a commercial customer to PPI.

PPI 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. PPI shall have no liability or other obligation hereunder if its performance is delayed or prevented to any extent by any event such as, but not limited to, any act of God, strike or work stoppage, fire, flood, accident, allocation or other controls of the Government authorities, shortage of transportation, fuel, material and labor, or any other cause beyond the PPI’s reasonable control.

Title and Risk. If you are a Consumer Customer, a Product will be your responsibility from the time we deliver the Product to the address you gave us, or you or a carrier organised by you collect it from us. You own a Product once we have received payment in full. If you are a Commercial Customer, title and risk of loss pass to Commercial Customer upon PPI’s tender of transportation to the carrier; except
that title to any software embedded in the Product will remain with the applicable licensor or PPI and is subject to any licence agreement related to the software. If the Product is damaged in transit, Commercial Customer’s only recourse is to file a claim with the carrier.

Retention of Title. This section applies only to Commercial Customers:

If Commercial Customer has not made full payment for the Products but PPI nevertheless agrees to send the Products to Commercial Customer, then title to Products shall not pass until PPI receives payment in full.

Until title to Products has passed to Commercial Customer, Commercial Customer shall store those Products separately from all other goods held by the Customer so that they remain readily identifiable as PPI’s property; and not remove, deface or obscure any identifying mark or packaging on or relating to those Products; and maintain those Products in satisfactory condition, and keep them insured on PPI’s behalf for their full price against all risks with an insurer that is customary and reasonably acceptable.

If, before title to the Products passes to Commercial Customer, and the Commercial Customer becomes subject to any of the events then, without limiting any other right or remedy, PPI has the Customer’s right to resell Products or use them in the ordinary course of its business ceases immediately; and PPI may at any time require the Commercial Customer to deliver up all Products in its possession that have not been resold, or irrevocably incorporated into another product; and if the Commercial Customer fails to do so promptly, Ppi may enter any premises of the Commercial Customer or of any third party where the relevant Products are stored to recover them.

No Resale or Export for Consumer Customer. If Customer is a Consumer Customer, then you hereby agree that you are purchasing Product and/or Services only for your own personal use and not for resale or export. If Customer is a Commercial Customer, then it hereby covenants and represents that it will not resell or otherwise export the Product outside India unless otherwise prior written agreed.

Change Orders. Any modification to any existing order that changes the Services or a Product’s quantity, delivery location, or delivery date will be considered a “Change Order.” If you wish to make a change to the Product and/or Services you have ordered please contact PPI. Change Orders are accepted up to two (2) business days before a scheduled delivery date or, in respect of Services, a provision of services date unless otherwise agreed. Customer will be responsible for costs incurred by PPI when a Change Order is requested. Change Orders involving quantity changes will be assigned new shipment dates consistent with PPI’s current projected delivery schedule and product availability. Requests for expedited delivery dates may incur additional charges, for which Customer shall be solely responsible. We shall inform you of such additional charges and request confirmation.

Without affecting any other right or remedy available to it, PPI may terminate the contract with immediate effect by giving written notice to the Commercial Customer if:

1. the Commercial Customer commits a material breach of any term of this contract which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 30 days after being notified to do so;
2. the Commercial Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
3. the Commercial Customer suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business;
4. the Commercial Customer’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under this Contract has been placed in jeopardy; or
5. the Commercial Customer fails to pay any amount due under this Contract on the due date for payment.

Intellectual Property. The Commercial Customer shall always act reasonably and in good faith. The Commercial Customer acknowledges and agrees that it may not use the Trademarks in a manner which would have an adverse effect on PPI’s business or compete with PPI’s business.

Except as expressly stated in these Terms and Conditions, Customer shall have no right, title, or interest in the trade names, trademarks, trade dress, copyrights, patents, domain names, product names, catalogues and any other intellectual property rights which subsist or will subsist now or in the future in any part of the world for the benefit of Power Plate, or any trademarks or service marks owned by suppliers to Power Plate INDIA. All materials contained on the websites are subject to the ownership rights of the suppliers of PPI. Customer shall have no right to copy or use any of the intellectual property without PPI’s prior written permission.

LIMITED WARRANTIES; DISCLAIMER OF WARRANTIES

Please be aware that this warranty is valid for addresses in PAN India only.

With respect to the Power Plate branded Products, all such Products are subject to a limited warranty against defects in material and workmanship under normal use. No claims for labour, transport or damages will be allowed.

This limited warranty is limited solely to the mechanical integrity of products, provided products are used in accordance with relevant user instructions. This limited warranty will be voided for Products that have been mis-used, modified, or in any way altered from its original factory condition.
NO WARRANTY, EXPRESS OR IMPLIED, OTHER THAN AS EXPRESSLY STATED IN THE WARRANTY STATEMENT, IS MADE OR AUTHORISED BY PPI. PPI DISCLAIMS ANY LIABILITY FOR CLAIMS ARISING OUT OF PRODUCT MISUSE, IMPROPER PRODUCT SELECTION, IMPROPER INSTALLATION, PRODUCT MODIFICATION, MISREPAIR OR MISAPPLICATION. IF YOU ARE A COMMERCIAL CUSTOMER, PPI EXPRESSLY DISCLAIMS ANY WARRANTY THAT THE PRODUCT: (i) IS OF SATISFACTORY QUALITY; (ii) FIT FOR A PARTICULAR PURPOSE; OR (iii) DO NOT AND WILL NOT INFRINGE UPON OTHER’S INTELLECTUAL PROPERTY RIGHTS.

If you are a Commercial Customer then with respect to third party (i.e. non-Power Plate®-branded) product that may be available for purchase through this Website, such Product are sold by PPI “as is”. However, the third party manufacturer or supplier of such Product may offer its own warranties, and Commercial Customer agrees to look solely to such manufacturer or supplier for any third party non-Power Plate® branded warranty-related claims. Product purchased by Commercial Customers should be registered at https://powerplate.com/product-registration.

PPI does not assume responsibility for any specific use or application of any Product inconsistent with its known purpose, including, but not limited to, compatibility with other equipment and fitness programmes or regimens used by Customer or recommended to or by Customer by a third party. If you are a Commercial Customer, all statements, technical information or recommendations relating to PPI Product given by us are based upon information believed to be reliable, but do not constitute a guarantee or warranty and we disclaim liability for such information.

Limited three (3) years warranty on parts and one (1) year limited labour reimbursement from date of purchase of Products by its Customers or end users. For Personal Plate Products only there is a limited one (1) year warranty on parts and one (1) year limited labour reimbursement from date of purchase by Customers or end users.

Wearing parts listed below are limited to a three (3) month warranty from date of purchase by its Customers or end users.

• Anti-Slip Stickers
• Vibration Rubber Set
• Rubber Feet
• Handlebar
• ProMOTION Assembly
• ProMOTION Spring Kit
• ProMOTION Cable Kit
• Remote Control
• Batteries
• Top Mats
• Set of Straps
• Handgrips
• Damper Handle

LIMITATION OF LIABILITY

PPI’s Performance of Services. If you are a Commercial Customer, Commercial Customer will hold harmless, defend and indemnify PPI, its officers, directors, employees, agents, subcontractors or representatives from and against any and all claims, including bodily injury, death, or damage to personal property, and all other losses, liabilities, obligations, demands, actions and expenses, whether direct or indirect, known or unknown, absolute or contingent, incurred by PPI or its designated agents related to the performance of Services for Commercial Customer (including without limitation, settlement costs, legal fees, and any and all other expenses for defending any actions or threatened actions) arising out of, in whole or in part, any act or omission of Customer, its employees, agents, subcontractors or representatives.

PPI and Customer are independent contractors and not principal and agent. Nothing contained in these Terms and Conditions shall be construed to create a franchise, partnership, dealership, reseller, agency, employment or joint venture relationship. Customer will not have the right to bind or otherwise obligate PPI in any manner, nor will Customer represent to anyone that it has the right to do so.

As a condition of, and in consideration of PPI accepting any order pursuant to these Terms and Conditions, all Commercial Customers (whether in India or otherwise) purchasing for export, or for resale within India acknowledge and accept the applicability of these Terms and Conditions. Absent a specific contrary written agreement, all Commercial Customers further agree that by PPI accepting any order that no agency, franchise, dealer or other similar commercial relationship is established. All orders shall thus be individual trade orders.

Events Outside Our Control. PPI shall not be liable for any delay in, or impairment of, performance resulting in whole or in part from any event outside our control, including but not limited to, acts of God, labour disruptions, acts of war, acts of terrorism (whether actual or threatened), epidemics, shortages, communication or power failures, fire, accident, explosion, inability to procure or ship product or obtain permits and licences, inability to procure supplies or raw materials, severe weather conditions, catastrophic events, or any other circumstance or cause beyond the reasonable control of PPI in the conduct of its business. If PPI’s supply is delayed by an event outside our control, PPI will contact you as soon as possible to let you know and PPI will take steps to minimise the effect of the
delay. PPI shall not be liable for any such failure or delay in manufacture or delivery of Product and/or the provision of Services as a result of any such matter or occurrence wholly or partially beyond its control. In the event of shortage, PPI may allocate sales and deliveries in its sole discretion.

Other Liability Conditions; Indemnification; Disclaimer. If you are a Commercial Customer, Commercial Customer shall defend, indemnify and hold harmless PPI, its successors, assigns, affiliates, agents and contractors, and the officers, managers, directors and employees of each of them (each a “PPI Indemnified Party”), from and against any damage, loss, claim, judgment or other liability or expense (including but not limited to reasonable legal fees) that may in any way relate to or arise
out of any act or omission in connection with (i) Commercial Customer’s use of this Website and,
(ii) except to the extent caused by PPI, the purchase, resale, use or misuse of Product by Commercial Customer, any third party or Customer’s successors, assigns, affiliates, agents and contractors, or the officers, managers, directors or employees of any of them. PPI reserves the right, without being required to do so, and without waiver of any indemnity hereunder, to defend any claim, action or lawsuit coming within the scope of this indemnity provision.

PPI will not be liable for personal injury or property damage arising out of (i) the Customer’s neglect, alteration or improper use, including failure to follow installation, operating and maintenance conditions prescribed in the Product’s installation manual; (ii) repairs performed by anyone other than authorised PPI service representatives; or (iii) use of supplies or parts that do not meet PPI’s specifications. If you are a Commercial Customer, Commercial Customer shall indemnify, defend and hold harmless each PPI Indemnified Party against any damage, loss, claims, liabilities, costs, expenses, legal fees arising out of any or all of (i), (ii) or (iii) in the preceding sentence.

Nothing in these Terms and Conditions exclude or limit our liability for death or personal injury resulting from our negligence or from any fraud or fraudulent misrepresentation nor any other liability which cannot be excluded or limited under applicable law.

If we fail to comply with these Terms and Conditions, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract, but we are not responsible for any loss or damage that is not foreseeable or not our fault. Loss or damage is foreseeable if either it is obvious
that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the process.

We are not liable for loss or damage that results from our failure to comply with these Terms and Conditions that fall into the following categories (whether direct or indirect):

• loss of income or revenue;
• loss of business;
• loss of profits;
• loss of anticipated savings;
• loss of data;
• loss of expected returns;
• losses that were not caused by our breach; and
• waste of management or office time.

However, this will not prevent claims for loss of or damage to your tangible property that are foreseeable or any other claims for direct loss that are not excluded in the former categories. In respect of Services we provide, we are not responsible for the cost of repairing any pre-existing faults or damage to your property that we discover while providing the Services.

Subject to the above, our maximum aggregate liability under or connection with these Terms and Conditions whether in contract, tort (including negligence), shall in all circumstances be limited to the greater of (i) a sum equal to 100% of the price paid for the Product.

OTHER IMPORTANT TERMS

Assignment. Commercial Customer shall not assign any order, or any interest therein or in these Terms and Conditions, without the prior written consent of PPI. Any actual or attempted assignment without PPI’s prior written consent shall be void and shall entitle PPI to cancel such order upon notice to Commercial Customer.

Transfer of Rights. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

Amendments. These Terms and Conditions may not be altered, supplemented or amended by the use of any other document unless otherwise agreed in writing by both PPI and Customer.

No Third Party Benefit. Except as expressly set out elsewhere, the provisions stated herein are for the sole benefit of the parties hereto, and confer no rights, benefits or claims upon any person or entity under the Contracts.

Waivers. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you, but we continue to provide the Products, we can still require you to make the payment at a later date.

If a Court finds part of this Contract illegal, the rest will continue in force. Each of these terms operates separately. If any provision of these Terms and Conditions is determined to be invalid, illegal or unenforceable then the remaining provisions of these Terms and Conditions remain in full force.

Complete Agreement. If you are a Commercial Customer, the terms and conditions in: (i) PPI’s forms; (ii) acknowledgments, (iii) quotations; (iv) invoices; (v) websites; (vi) catalogues or brochures; (vii) extension of credit and (viii) any other documents or terms referred to within are incorporated herein by reference, and constitute the final, entire and exclusive agreement between Commercial Customer and PPI. Any attempt by a Commercial Customer to supplement or amend these Terms and Conditions or to enter an order for Product pursuant to terms that are subject to additional or altered terms and conditions shall be null and void. If you are a Commercial Customer, the provisions of these Terms and Conditions may not be explained, supplemented or qualified through evidence of trade usage or a prior course of dealings. In the event that a customer’s relationship is governed by a written agreement, reseller or licence agreement then that respective agreement to the extent applicable shall take precedence over the terms stated in (g) herein.

Headings. The section headings used are for convenience or reference only and do not form a part of these Terms and Conditions, and no construction or inference shall be derived from them.

Rights and Remedies Cumulative. If you are a Commercial Customer, please note any enumeration of PPI’s rights and remedies set forth in these Terms and Conditions is not intended to be exhaustive. PPI’s exercise of any right or remedy under these Terms and Conditions does not preclude the exercise of any other right or remedy. All of PPI’s rights and remedies are cumulative and are in addition to any other right or remedy stated in these Terms and Conditions or that may now or subsequently exist at law or in equity, by statute or otherwise.

WARNINGS, RISKS AND CAUTIONS

COMMERCIAL CUSTOMER ASSUMES ALL RISK ASSOCIATED WITH THE USE OF PRODUCTS.

YOU SHOULD CONSULT A PHYSICIAN BEFORE BEGINNING ANY EXERCISE PROGRAM, INCLUDING A PROGRAM INVOLVING THE USE OF THE POWER PLATE MACHINE. IF YOU HAVE ANY KNOWN MEDICAL CONDITION, OR ANY PHYSICAL LIMITATIONS ON YOUR ABILITY TO EXERCISE, POWER PLATE STRONGLY RECOMMENDS THAT YOU SEEK THE ADVICE OF A PHYSICIAN BEFORE USING THE POWER PLATE MACHINE. IF, WHILE USING THE POWER PLATE MACHINE, YOU FEEL DIZZY, FAINT, SHORT OF BREATH, OR ANY PAIN, STOP USING THE POWER PLATE MACHINE IMMEDIATELY, AND CONSULT A PHYSICIAN.

GOVERNING LAW

These terms and conditions are governed by the Indian Law. Any disputes arising out of the transactions shall be under Mumbai, Maharashtra Jurisdictions only.

These Terms and Conditions have been updated and effective as of 3 December 2023