Limited Warranty Terms & Conditions

Preamble and Recitals

WHEREAS, Optima Cycles, a duly organized and existing business entity (hereinafter referred to as "Manufacturer," "Company," "we," "us," or "our"), has manufactured, assembled, and distributed certain bicycle products, including but not limited to electric bicycles, frames, components, and related accessories (collectively, the "Products"); and

WHEREAS, the purchaser, end user, or authorized transferee of said Products (hereinafter referred to as "Purchaser," "you," "your," or "End User") has acquired or intends to acquire one or more of the Products subject to the terms, conditions, limitations, and exclusions set forth herein; and

WHEREAS, the parties hereto desire to establish the respective rights, obligations, duties, and responsibilities with respect to warranty coverage, repair, replacement, and other remedies available to the Purchaser in the event of defects in materials, workmanship, or manufacturing processes; and

WHEREAS, this Limited Warranty constitutes the entire agreement between the parties with respect to warranty matters, superseding all prior negotiations, representations, warranties, or agreements, whether oral or written, express or implied, statutory or otherwise;

NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements contained herein, the parties agree as follows:

Section 1: Definitions and Interpretive Provisions

For the purposes of this Limited Warranty, the following terms shall have the meanings ascribed to them herein, unless the context clearly requires otherwise:

• "Defect" shall mean any non-conformity, imperfection, flaw, or deviation from the Manufacturer's specifications, quality standards, or intended design that materially impairs the functionality, performance, safety, or aesthetic appearance of the Product, provided that such non-conformity is not the result of normal wear and tear, misuse, abuse, neglect, improper maintenance, unauthorized modification, or external causes beyond the Manufacturer's reasonable control.
• "Materials" shall refer to all raw materials, components, sub-assemblies, parts, fasteners, finishes, coatings, and other physical substances incorporated into or used in the manufacture, assembly, or finishing of the Products.
• "Workmanship" shall encompass all manufacturing processes, assembly techniques, quality control procedures, inspection methods, and finishing operations performed by or on behalf of the Manufacturer in the production of the Products.
• "Warranty Period" shall mean the duration during which this Limited Warranty remains in effect, commencing on the date of original retail purchase by the first end-user purchaser from an authorized dealer or distributor, and continuing for the period specified in Section 2 hereof, subject to the limitations, conditions, and exclusions set forth herein.
• "Authorized Service Center" shall mean any service facility, repair shop, or service provider that has been expressly authorized, certified, or designated by the Manufacturer to perform warranty repairs, replacements, or other warranty-related services on the Products.
• "Normal Wear and Tear" shall include, without limitation, gradual deterioration, fading, scuffing, scratching, chipping, or other changes in appearance or condition that occur naturally over time as a result of ordinary and intended use of the Product, even when such use is in accordance with the Manufacturer's instructions and recommendations.

Section 2: Scope and Duration of Warranty Coverage

Subject to all terms, conditions, limitations, and exclusions set forth in this Limited Warranty, the Manufacturer hereby warrants to the original retail purchaser that the Products, when used in accordance with the Manufacturer's instructions and recommendations and under normal conditions of use, shall be free from defects in materials and workmanship for the periods specified below:

Section 3: Warranty Remedies and Procedures

In the event that a Product is determined by the Manufacturer, in its sole and absolute discretion, to contain a Defect covered by this Limited Warranty, the Manufacturer's sole and exclusive obligation, and the Purchaser's sole and exclusive remedy, shall be limited to, at the Manufacturer's option, either:

1. The repair of the Defect using new or refurbished parts that are functionally equivalent to the original parts, or
2. The replacement of the defective Product or component with a new or refurbished Product or component that is functionally equivalent to the original Product or component, or
3. The refund of the original purchase price paid by the Purchaser for the defective Product, less a reasonable allowance for depreciation based on the length of time the Product has been in the Purchaser's possession and the extent of use to which the Product has been subjected.

To obtain warranty service, the Purchaser must: (a) notify the Manufacturer or an Authorized Service Center in writing within thirty (30) days of discovering the Defect, providing a detailed description of the Defect, the date of original purchase, the serial number of the Product, and proof of purchase in the form of an original sales receipt or invoice; (b) return the Product, at the Purchaser's expense, to an Authorized Service Center or to such location as may be designated by the Manufacturer; (c) allow the Manufacturer or its authorized representative a reasonable opportunity to inspect the Product and determine whether the Defect is covered by this Limited Warranty; and (d) comply with all other reasonable instructions and requirements of the Manufacturer or Authorized Service Center.

The Manufacturer reserves the right to require the Purchaser to provide additional documentation, photographs, or other evidence of the Defect before authorizing warranty service. The Manufacturer further reserves the right to inspect the Product at the Purchaser's location, at the Manufacturer's expense, if the Manufacturer determines that such inspection is necessary or desirable.

Section 4: Exclusions and Limitations of Warranty Coverage

This Limited Warranty does not cover, and the Manufacturer shall have no obligation or liability with respect to, any of the following:

• Defects, damage, or failures resulting from misuse, abuse, neglect, improper maintenance, failure to follow the Manufacturer's instructions or recommendations, or use of the Product in a manner for which it was not designed or intended, including but not limited to racing, competitive events, stunts, jumps, or other high-stress activities, unless the Product is specifically designed and marketed for such use.
• Defects, damage, or failures resulting from accident, collision, impact, crash, or other external forces, including but not limited to collisions with vehicles, pedestrians, animals, or stationary objects, or impacts resulting from falls, drops, or other mishaps.
• Defects, damage, or failures resulting from unauthorized modification, alteration, or repair of the Product, including but not limited to modifications to the frame, electrical system, motor, battery, or other components, or the use of non-original or non-approved parts, accessories, or components.
• Normal wear and tear, including but not limited to wear of tires, brake pads, chains, cables, grips, seats, and other consumable or replaceable components, or gradual deterioration of finishes, coatings, or other surface treatments.
• Defects, damage, or failures resulting from exposure to extreme temperatures, moisture, humidity, salt, chemicals, or other environmental conditions beyond those contemplated in the normal and intended use of the Product, or failure to store or maintain the Product in accordance with the Manufacturer's recommendations.
• Defects, damage, or failures resulting from acts of God, natural disasters, war, terrorism, civil unrest, or other force majeure events beyond the Manufacturer's reasonable control.
• Defects, damage, or failures resulting from the use of incompatible chargers, power sources, or accessories not supplied or approved by the Manufacturer.
• Defects, damage, or failures resulting from improper installation, assembly, or setup of the Product, including but not limited to incorrect assembly of components, improper adjustment of brakes, gears, or other systems, or failure to follow assembly instructions.
• Cosmetic defects, imperfections, or variations in color, texture, or appearance that do not materially affect the functionality or performance of the Product, including but not limited to minor scratches, scuffs, dings, or other surface imperfections that may occur during shipping, handling, or normal use.
• Products that have been purchased from unauthorized dealers, distributors, or resellers, or products that have been purchased used, refurbished, or as-is, unless such purchase was expressly authorized by the Manufacturer in writing.
• Products that have been used for commercial purposes, rental, or other business applications, unless the Product is specifically designed and marketed for such use and the Purchaser has obtained a commercial warranty from the Manufacturer.
• Consequential, incidental, indirect, special, or punitive damages, including but not limited to loss of use, loss of profits, loss of data, loss of business opportunities, personal injury, property damage, or other damages of any kind, whether based on contract, tort, strict liability, or any other legal theory, even if the Manufacturer has been advised of the possibility of such damages.

Section 5: Disclaimers and Limitations of Liability

EXCEPT AS EXPRESSLY SET FORTH IN THIS LIMITED WARRANTY, THE MANUFACTURER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE PRODUCTS, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OF TRADE, OR INDUSTRY CUSTOM.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MANUFACTURER'S TOTAL LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE PRODUCTS, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, SHALL NOT EXCEED THE ORIGINAL PURCHASE PRICE PAID BY THE PURCHASER FOR THE PRODUCT THAT IS THE SUBJECT OF THE CLAIM.

THE MANUFACTURER SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITIES, PERSONAL INJURY, PROPERTY DAMAGE, OR OTHER DAMAGES OF ANY KIND, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF THE MANUFACTURER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, or the limitation of the duration of implied warranties, so the above limitations or exclusions may not apply to you. This Limited Warranty gives you specific legal rights, and you may also have other rights that vary from jurisdiction to jurisdiction. The limitations and exclusions set forth in this Limited Warranty shall be interpreted and applied to the maximum extent permitted by applicable law.

Section 6: Transferability and Assignment

This Limited Warranty is personal to the original retail purchaser and is not transferable or assignable to any subsequent purchaser, transferee, or other third party, except as may be expressly permitted by the Manufacturer in writing. Any attempted transfer or assignment of this Limited Warranty without the Manufacturer's prior written consent shall be null and void and shall result in the immediate termination of all warranty coverage.

In the event that the original retail purchaser transfers ownership of the Product to another party, the warranty coverage shall terminate as of the date of such transfer, and the subsequent owner shall have no rights or remedies under this Limited Warranty, unless the Manufacturer has expressly agreed in writing to extend warranty coverage to such subsequent owner.

Section 7: Governing Law, Jurisdiction, and Dispute Resolution

This Limited Warranty shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles. Any dispute, controversy, or claim arising out of or relating to this Limited Warranty, the Products, or the relationship between the parties, whether based on contract, tort, or any other legal theory, shall be subject to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California.

The parties agree that any such dispute, controversy, or claim shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, except that either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent or stop any actual or threatened breach of this Limited Warranty or to enforce any provision hereof.

The parties hereby waive any right to a trial by jury in any action, proceeding, or counterclaim arising out of or relating to this Limited Warranty, the Products, or the relationship between the parties. The parties further agree that any arbitration award may be entered as a judgment in any court of competent jurisdiction.

Section 8: Severability, Waiver, and Modification

If any provision of this Limited Warranty is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed from this Limited Warranty, and the remaining provisions shall remain in full force and effect. The invalid, illegal, or unenforceable provision shall be replaced with a valid, legal, and enforceable provision that most closely approximates the intent of the original provision.

No waiver of any provision of this Limited Warranty shall be effective unless it is in writing and signed by the party against whom the waiver is sought to be enforced. No failure or delay by either party in exercising any right, power, or remedy under this Limited Warranty shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or remedy preclude any other or further exercise thereof or the exercise of any other right, power, or remedy.

This Limited Warranty may not be modified, amended, or supplemented except by a written instrument signed by both parties. The Manufacturer reserves the right to modify, amend, or supplement this Limited Warranty at any time, provided that any such modification, amendment, or supplement shall not affect the rights of Purchasers who purchased Products prior to the effective date of such modification, amendment, or supplement, unless such modification, amendment, or supplement is required by applicable law or is beneficial to such Purchasers.

Section 9: Entire Agreement and Integration

This Limited Warranty, together with any documents expressly incorporated herein by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, negotiations, representations, warranties, or communications, whether oral or written, express or implied, statutory or otherwise, relating to warranty coverage, repair, replacement, or other remedies available to the Purchaser.

No representation, warranty, promise, or statement made by any salesperson, dealer, distributor, agent, or other representative of the Manufacturer, whether oral or written, shall be binding on the Manufacturer unless it is expressly set forth in this Limited Warranty or is confirmed in writing by an authorized officer of the Manufacturer.

Section 10: Contact Information and Warranty Claims

To submit a warranty claim or to obtain information regarding warranty coverage, procedures, or Authorized Service Centers, the Purchaser may contact the Manufacturer at the following address, telephone number, or email address:

The Purchaser is advised to retain a copy of this Limited Warranty, the original sales receipt or invoice, and all documentation relating to the Product, including but not limited to assembly instructions, owner's manual, and any correspondence with the Manufacturer or Authorized Service Centers, as such documentation may be required to process warranty claims.