ELITES.shop (referred to as ELITES) provides a service where individuals can buy (Buyer) goods or services via the ELITES website at https://elites.shop (Site).

Acceptance of Terms

1. These Shop Terms and Conditions (Terms) form a binding legal agreement between ELITES, its directors, officers, employees, successors and assignees, and each person, organisation or entity using the Services including but not limited to each Buyer and Seller (each referred to as a User, collectively the Users). By ticking the ‘I Agree’ option on registration and using the Site and Services, each User agrees to comply with and be legally bound by these Terms. Please read the Terms carefully. If there are any questions, the User is encouraged to contact ELITES using the contact details at the end of these Terms.
2. The User’s use of the Site and the Services indicates that the User:
   1. has had sufficient opportunity to access these Terms and contact ELITES;
   2. has read, accepted and will comply with these Terms;
   3. has legal capacity to enter into a contract for sale; and
   4. is 18 years or older.
      If this is not correct, or if the User does not agree to these Terms, the User is not permitted to use any of the Services.
   5. These Terms may be amended from time to time. Use of these Services following any such amendments will be deemed to be confirmation that the User accepts those amendments. Although ELITES will use reasonable endeavours to notify Users regarding amendments to these Terms via email, ELITES recommends that each User checks the current Terms before continuing use of the Services. ELITES’s agents, employees and third parties do not have authority to change the Terms.
   6. These Terms supplement and incorporate ELITES policies and terms and conditions, including without limitation the Website Terms of Use and Privacy Policy posted on the Site. ELITES’s Privacy Policy sets out how ELITES collects, uses and protects the personal information of its Users. ELITES’s Website Terms of Use govern your use of the Site. These documents are available on the Site.

Content

1. 1. The Site, Services and Intellectual Property are protected by copyright, trademark, and other laws of Europe and international countries. The User acknowledges and agrees that the Site, Services and Intellectual Property, including all associated intellectual property rights are the exclusive property of ELITES and its licensors. The User will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site and Services, or Intellectual Property.

Online Registration

1. 1. Each User may only have one (1) Account on the Site including a Profile. Users will choose a username and password for their Account.
   2. Basic information is required when registering on the Site for an Account. Each User is required to provide certain information including name, email address, location and select a username and password.
   3. Each User agrees to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. ELITES reserves the right to suspend or terminate any User’s Account and his/her access to the Site and Services if any information provided to ELITES proves to be inaccurate, not current or incomplete.
   4. To keep information secure and confidential, ELITES uses multiple servers to store information and SSL Certificates to establish an encrypted link between a server and a User. Further information on the storage and security of your personal information can be found in our Privacy Policy and Website Terms of Use.
   5. It is the User’s responsibility to keep its Account details, username and password confidential. The User is liable for all activity on its Account, including purchases made using its account details. The User agrees that it will not disclose its password to any third party and that it will take sole responsibility for any activities or actions under its Account, whether or not it has authorised such activities or actions.
   6. The User will immediately notify ELITES of any unauthorised use of its Account.

Delivery of Seller Products

1. 1. The Seller is to arrange delivery of any Seller Product to the Buyer. ELITES is not involved in the delivery process.
   2. A Buyer is required to refer to delivery information provided by the Seller or contact the Seller directly to confirm:
      1. that they are within the delivery area;
      2. the applicable delivery fees;
      3. when the Seller Product is likely to be dispatched;
      4. the method of delivery;
      5. when risk of loss, damage or deterioration to any Seller Product will pass to the Buyer; and
      6. what to do if a Seller Product is delayed, damaged or goes missing in the delivery process.

Cancellation of Registration

1. 1. If a User wishes to cancel its registration, it will need to do so by writing a message via our contact form. Users cannot cancel or deactivate their Account otherwise.
   2. No refunds will be made upon cancellation except as specified in the Refund Policy set out in these Terms.

Cancellation & Refund Policy

1. 1. If a Seller cancels a Transaction, is subject to an Escrow Refund Request or fails to deliver the Seller Products or Seller Services as set out in clause 7, ELITES will provide to the Buyer a full refund of the Purchase Price.
   2. Any cancellation, exchange or refund of a Seller Product and/or Seller Service: (i) after the expiry of the Determination Period, or (ii) where a Buyer pays the Purchase Price by Direct Payment, is strictly a matter between the Buyer and the Seller. The terms and conditions agreed to between the Buyer and Seller should be set out clearly in the Listing in respect of the Seller Product or Seller Service.

Consumer Guarantees

1. 1. Consumer legislation in Europe including the Europen Consumer Law (ACL) in the Competition and Consumer Act 2010 (Cth) provides consumers with guarantees that cannot be excluded, restricted or modified (Rights). Similar consumer protection laws and regulations in other countries may provide consumers with similar guarantees.
   2. If the User is a consumer as defined in the ACL, the following notice applies to the User from ELITES: “We guarantee that the Services we supply to you are rendered with due care and skill; fit for the purpose that we advertise, or that you have told us you are acquiring the Services for or for a result which you have told us you wish the Services achieve, unless we consider and disclose that this purpose is not achievable; and will be supplied within a reasonable time. To the extent we are unable to exclude liability; our total liability for loss or damage you suffer or incur from our Services is limited to us re-supplying the Services to you, or, at our option, us refunding to you the amount you have paid us for the Services to which your claim relates.”

Dispute Resolution

1. 1. By using our Site and Services, each User agrees that any legal remedy or liability that they may seek to obtain for actions or omissions of a Buyer, Seller, or other third party, will be limited to a claim against the Buyer, Seller or other third party, who caused harm to him or her. ELITES encourages Users to communicate directly with the relevant Buyer, Seller or third party to resolve any disputes.
   2. ELITES welcomes feedback from its Users. ELITES seeks to resolve concerns quickly and effectively. If any User has any feedback or questions about the Services, please contact any member of the staff.
   3. In any other circumstances, if there are any complaints from a User, ELITES will aim to respond and provide a suitable solution within 45 days. If a User is not satisfied with ELITES’s response, the User and ELITES agree to the following dispute resolution procedure:
      1. the complainant must tell the respondent in writing, the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The User and ELITES agree to meet in good faith to seek to resolve the dispute by agreement between them (Initial Meeting).
      2. if a resolution cannot be agreed upon at the Initial Meeting, either the User or ELITES may refer the matter to a mediator. If the User and ELITES cannot agree on who the mediator should be, the complainant will ask the Law Society of Europe to appoint a mediator. The mediator will decide the time and place for mediation. Each party to the dispute must attend the mediation in good faith, to seek to resolve the dispute.
   4. The User acknowledges that notwithstanding the procedure set out in clause 10(c), dispute resolution will take place electronically over email communication.
   5. Any attempts made by a party to resolve a dispute pursuant to this clause are without prejudice to other rights or entitlements of either party under these Terms, by law or in equity.

Intellectual Property

1. 1. All logos, slogans, content, designs, diagrams, drawings, graphics, images, layouts, appearance, videos, ideas, methods, databases, codes, algorithms, software, fees, pricing, notes, documents, domain names, confidential information, copyright, rights in circuit layouts (or similar rights), registered or unregistered trade marks, trade names, patent, know-how, trade secrets and any other intellectual or industrial property whether such rights are capable of being registered or not (collectively Intellectual Property), including but not limited to copyright which subsists in all creative and literary works displayed on the Site and Services, the layout, appearance and look of the Site, together with any applications for registration and any rights to registration or renewal of such rights anywhere in the world, whether created before or after the date of these Terms and whether used or contained in the Site is owned, controlled or licensed to ELITES (or its affiliates and/or third party licensors as applicable).
   2. The User agrees that, as between the User and ELITES, ELITES owns or holds the relevant licence to all Intellectual Property rights in the Site and Services, and that nothing in these Terms constitutes a transfer of any Intellectual Property. The Intellectual Property, Site and Services are protected by copyright, trademark, patent, trade secret, international treaties, laws and other proprietary or industrial rights whether such rights are capable of being registered or not, and also may have security components that protect digital information only as authorised by ELITES or the owner of the content.
   3. Some Intellectual Property used in connection with the Site and Services are the trademarks of their respective owners (collectively Third Party Marks).
   4. ELITES’s Intellectual Property and Third Party Marks may not be copied, imitated or used, in whole or in part, without the prior written permission of ELITES or the applicable trademark holder or Intellectual Property owner.
   5. Users of the Site do not obtain any interest or licence in the Intellectual Property or Third Party Marks without the prior written permission of ELITES or the applicable Intellectual Property owner. Users may not do anything which interferes with or breaches the Intellectual Property rights.

Offers & Promotions

1. 1. ELITES may, from time to time, make offers or promotions which may be applicable to the Services.
   2. The conditions of such offers or promotions will be specified on the Site.
   3. The User acknowledges and agrees that ELITES may, at its sole discretion, remove or extend any offers or promotions, and ELITES will not be responsible or liable for any potential loss or damage which the User incurs as a result of the removal or extension of any offers or promotions.

Limitation of Liability

1. 1. ELITES’s total liability arising out of or in connection with the Site, the Services or the Terms, however arising, including under contract, tort, including negligence, in equity, under statute or otherwise, will not exceed the total fees paid by the User to ELITES in the twelve (12) month period prior to the event giving rise to the liability, or one hundred dollars (USD $100) if no such payments have been made, as applicable.
   2. The limitations of damages set forth above are fundamental elements of the basis of the bargain between ELITES and the User. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to the User.
   3. This limitation of liability reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose. The limitations of liability provided in these terms inure to the benefit of ELITES.

Indemnity

1. 1. Each User agrees to defend and indemnify and hold ELITES (and ELITES’s parent, related bodies corporate, officers, directors, contractors, employees and agents) harmless from and against any claims, actions, suits, demands, damages, liabilities, costs or expenses (including legal costs and expenses on a full indemnity basis), including in tort, contract or negligence, arising out of or connected to the User’s use of or access to the Services; any breach by the User of these Terms; any wilful, unlawful or negligent act or omission by the User; and any violation by the User of any applicable laws or the rights of any third party.
   2. ELITES reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate in asserting any available defences.
   3. This defence and indemnification obligation will survive these Terms and the User’s use of the Site or Services. These Terms, and any rights and licences granted hereunder, may not be transferred or assigned by the User, but may be assigned by ELITES without restriction.

Representations & Warranties

In addition to the representations and warranties made in the Agreement, you represent and warrant to ELITES and ELITES.net that you (a) are legally able to enter into this ELITES Addendum, (b) you will not use the Payment Services, directly or indirectly, for any fraudulent or illegal undertaking; and (c) you will only use the Payment Services in a manner consistent with the Agreement, including this ELITES Addendum, the Documentation, and the Network Rules.

Indemnification

Notwithstanding the foregoing or anything to the contrary in the Agreement, you agree to defend, indemnify, and hold harmless ELITES, and their respective employees, directors, agents, and affiliates from and against any claim, suit, demand, loss, liability, damage, action, or proceeding arising out of or relating to (a) your breach of any provision of the Agreement or this ELITES Addendum; (b) your use of the Payment Services; (c) your obligations to pay fees or fines to ELITES, your Customers, Financial Services Providers, or third parties; (d) negligence or willful misconduct of your employees, contractors, or agents; and (e) all third-party indemnity obligations ELITES incurs as a direct or indirect result of your acts or omissions (including indemnification of any payment card network, card issuer, or intermediary bank).

Disclaimer of Warranties

ANY SERVICES DESCRIBED IN THIS ELITES ADDENDUM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, QUALITY, SUITABILTY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ALL DISCLAIMERS OF WARRANTIES PROVIDED IN THE AGREEMENT WILL APPLY EQUALLY TO ELITES AS THEY DO TO ELITES. ELITES (a) IS NOT RESPONSIBLE FOR YOUR OR ELITES’S FAILURE TO PERFORM OBLIGATIONS UNDER THE AGREEMENT AND (b) DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY YOU, ELITES, OR ANY THIRD PARTY.

Limitations on LiabilityI

In no event will the ELITES Entities be liable for any lost profits, lost revenue, lost business opportunity, loss of Data, or any indirect, punitive, incidental, special, consequential, or exemplary damages arising out of, in connection with, or relating to the Agreement, including this ELITES Addendum, or the services described in either, including without limitation the use of, inability to use, or unavailability of services provided by ELITES. Under no circumstances will ELITES be responsible for any damage, loss or injury resulting from hacking, tampering, or other unauthorized access or use of the Services or your ELITES Account or the Data contained therein, or your failure to use or implement security, controls, or processes that are appropriate for your business.

ELITES assumes no liability or responsibility for any (a) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Services; (b) any misuse of Services or Data; (c) any interruption or cessation of transmission to or from the Services; (d) any software bugs, viruses, or other harmful code that may be transmitted to or through the Services; (e) any errors, inaccuracies, or omissions in services or Data, or any loss or damage resulting therefrom, regardless of the manner of transmission; or (f) defamatory, offensive, or illegal conduct of any third party.

Without limiting anything to the contrary, ELITES’s cumulative liability to you is limited to direct damages and in all events will not exceed in the aggregate amounts actually received by ELITES (including any fees paid to ELITES) for providing services to you during the three (3) month period immediately preceding the event that gives rise to the claim for liability.

This limitation of liability section applies regardless of the legal theory that the claim is based, including without limitation contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if ELITES or ELITES has been advised of the possibility of such damage.

The foregoing will apply to the fullest extent permitted by law in the applicable jurisdiction. 

Dispute Resolution

All disputes under this ELITES Addendum are subject to the applicable provisions of the Agreement.

Waiver

The failure of ELITES to assert any of its rights under this ELITES Addendum will not be deemed to constitute a waiver by ELITES of its rights to enforce each and every provision of this ELITES Addendum in accordance with its terms.

Sharing of Data

1. You authorize ELITES.net to provide any Data, including User Data or Payment Data, to ELITES and its payment providers, the Networks, to credit reference agencies, fraud and AML screening agencies and other relevant governmental bodies to (i) provide the services described in this ELITES Addendum to you, (ii) comply with legal and regulatory obligations, and (iii) perform underwriting and risk review, including verification that you are legally permitted to transact and receive funds. Where required to comply with legal, Network, or regulatory obligations, ELITES may provide any Data to law enforcement, Networks or regulators (as the case may be). This authorization is provided in accordance with the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679).
2. You agree that you will not (i) use the Payment Data for any purpose other than to support Payment Services, (ii) use the Payment Data for any purpose that you know or should know to be fraudulent or in violation of any Network Rules, (iii) sell, purchase, provide or exchange in any manner or disclose Payment Data to anyone other than ELITES or the Networks (as applicable), or to a government authority in response to a valid government request. Further, you agree that you will at all times comply with the Payment Card Industry Standards (“PCI Standards” including, without limitation, PCI-DSS) with respect to Payment Data and will indemnify and hold ELITES harmless for any violation or breach of the PCI Standards, including but not limited to, any fines, fees or assessments by any Networks tied upon you, ELITES.com, or ELITES.

Terms & Termination

This ELITES Addendum will have the same effective date as the Agreement and will continue so long as you use the (Blockchain) Payment Services. This ELITES Addendum will terminate automatically upon termination of the Agreement, except for those terms which are intended to survive termination. In addition, the Payment Services or this ELITES Addendum may be terminated at any time by ELITES upon notice to you.

Disclaimers

1. 1. ELITES does not guarantee that Seller Products and/or Seller Services will be requested by any Buyer, nor does ELITES guarantee that Buyers will be able to find desirable Sellers, Seller Products and/or Seller Services.
   2. ELITES does not endorse any Buyer, Seller, Profile, Listing or Seller Services and Seller Products. ELITES requires Buyers and Sellers to confirm that they have provided accurate information. ELITES does not perform any sort of background checks of Buyers and Sellers, and does not confirm any Buyer or Seller’s identity, Profile, Listing, Seller Services and/or Seller Products.
   3. ELITES cannot and does not control the content contained in any Profiles or Listings or the condition, legality or suitability of any Seller or Seller Services or Seller Products. Buyers are responsible for determining the identity and suitability of Sellers that they contact via the Services and the Seller Services and Seller Products.
   4. ELITES accepts no responsibility for and makes no representations or warranties to the User or to any other person or entity as to the reliability, accuracy or completeness of the information contained on the Site. ELITES disclaims any and all liability related to any and all Buyers, Sellers, Profiles, Listings, Seller Services and Seller Products.
   5. By using the Site or Services, the User agrees that any legal remedy or liability that it seeks to obtain for actions or omissions of other Buyers or Sellers or other third parties will be limited to a claim against the Buyer or Seller or other third party who caused it harm. ELITES encourages the User to communicate directly with the relevant Buyer or Seller on the Site and Services regarding any communications or arrangements made between them and to resolve any dispute between them.
   6. To the fullest extent allowable under applicable law, ELITES disclaims all warranties, representations and conditions, whether express or implied, including any warranties, representations and conditions that the Site or Services are merchantable, of satisfactory quality, reliable, accurate, complete, suitable or fit for a particular purpose or need, non-infringing or free of defects or errors.
   7. For the avoidance of doubt, ELITES is not responsible for any duties, fees, taxation, visa or immigration matters associated under these Terms. ELITES advises that all Users using the Site and Services should seek advice in relation to these matters.
   8. Each Buyer and Seller who uses the Site and the Services does so at their own risk.
   9. ELITES excludes all express and implied conditions and warranties, except for the User’s Rights, to the fullest extent permitted by law, including but not limited to:
      1. ELITES expressly disclaims any implied or express guarantees, warranties, representations or conditions of any kind, which are not stated in these Terms;
      2. ELITES does not warrant that the Site, the Services, content on the Site (including pictures, videos, sound clips, resumes, links etc.), or the User’s access to the Site, the Services will be error free, that any defects will be corrected or that the Site or the server which stores and transmits material to the User is free of viruses or any other harmful components;
      3. ELITES takes no responsibility for, and will not be liable for, the Site, the Services, the Buyer, the Seller, Seller Services and Seller Products being unavailable, of a particular standard of workmanship, failing to meet the Profile description, failing to meet the Listing description, failing to meet the User’s needs, or being of less than merchantable quality; and
      4. ELITES will not be liable for any loss, damage, costs or expense whether direct, indirect, incidental, special, consequential and/or incidental, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal, bodily injury, death or emotional distress, loss of revenue, production, opportunity, access to markets, goodwill, reputation, use or any indirect, remote, abnormal or unforeseeable loss, or any loss or damage relating to business interruption, loss of programs or other data on the User’s information systems or costs of replacement goods, or otherwise, suffered by the User or claims made against the User, arising out of or in connection with the Site, Services, content on the Site, inability to access or use the Site, the Services, any Profile, any Listing, the Seller Services, the Seller Products or the Terms, even if ELITES was expressly advised of the likelihood of such loss or damage.
      5. The User agrees not to attempt to impose liability on, or seek any legal remedy from ELITES with respect to such actions or omissions.

General

1. 1. Accuracy: While ELITES will endeavour to keep the information up to date and correct, ELITES makes no representations, warranties or guarantee, express or implied, about the completeness, accuracy, reliability, suitability or availability of any information, images, products, services, or related graphics contained on the Site for any particular purpose. The User hereby acknowledges that such information and materials may contain mistakes, inaccuracies or errors and ELITES expressly excludes any liability for such to the fullest extent permissible by law.
   2. Security: ELITES has a secured business system with an SSL connection to protect all User transactions and to ensure maximum security. ELITES also uses individually ‘salted’ passwords. ELITES stores information across different servers, including multiple servers in Europe. Daily backups are in place for security purposes.
   3. the User’s Account will be deactivated, its password will be disabled and it will not be able to access the Site, Services, its Account or its User Content;
   4. any pending or future Transaction (in respect of a Seller or Buyer) will be immediately terminated;
   5. ELITES may communicate to the relevant Seller or Buyer that the Transaction has been cancelled;
   6. ELITES may refund the Buyer in full, regardless of the cancellation and refund policy; and
   7. ELITES may contact Buyer to inform them of potential alternative Seller Services or Seller Products available from different Sellers on the Site and Services.Termination:ELITES reserves the right to refuse supply of the Services required by any User, terminate any User’s Account, terminate its contract with any User, and remove or edit content on the Site at its sole discretion, without incurring any liability to the User. If ELITES decides to terminate a User’s Account any of the following may occur, with or without notice to the User:
   8. Fraudulent and Illegal Activities: Each User acknowledges and agrees that, in the event ELITES reasonably suspects that there are fraudulent or illegal activities occurring within the Site and Services, ELITES reserves the right to immediately terminate any Accounts involved in such activities, contact the relevant authorities and provide all necessary information to assist in proceedings and investigations. Such activities include the publication of illegal content, spam, scam and phishing.
   9. Force Majeure: ELITES will not be liable for any delay or failure to perform its obligations under the Terms if such delay is due to any circumstance beyond its reasonable control.
   10. Notice: Any notice in connection with the Terms will be deemed to have been duly given when made in writing and delivered or sent by email or post to the party to whom such notice is intended to be given or to such other address or email address as may from time to time be notified in writing to the other party.
   11. Waiver: Any failure by a party to insist upon strict performance by the other of any provision in the Terms will not be taken to be a waiver of any existing or future rights in relation to the provision. No waiver by ELITES of any of the Terms shall be effective unless ELITES expressly states that it is a waiver and ELITES communicates it to the User in writing.
   12. Assignment: A User must not assign any rights and obligations under the Terms whether in whole or in part without ELITES’s prior written consent.
   13. Severability: If any of the Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
   14. Jurisdiction and Applicable Law: These Terms, use of this Site, the Services and any dispute arising out of any User’s use of the Site or Services is subject to the laws of Europe, and subject to the exclusive jurisdiction of the European courts. The Site may be accessed throughout Europe and overseas. ELITES makes no representation that the content of the Site complies with the laws (including intellectual property laws) of any country outside Europe. If a User accesses the Site from outside Europe, it does so as its own risk and are responsible for complying with the laws in the place where he/she accesses the Site.
   15. Entire Agreement: These Terms and any document expressly referred to in them represent the entire agreement between ELITES and each User, and supersede any prior agreement, understanding or arrangement between ELITES and each User, whether oral or in writing.