Dropcom.eu B2B Terms and Conditions

§ 1. General provisions

These Terms set out the rules of dropshipping cooperation between Kamai.pl Sp. z o.o., which runs the Dropcom.eu wholesaler, and businesses that buy goods for resale. In particular, they govern registering and maintaining an Account, the use of the XML File and Product Data, placing Orders, prices, payments, shipping, returns, complaints and the liability of the parties.
Dropcom.eu sells only on a wholesale basis (B2B). Cooperation is available only to entities with a registered business activity. The Seller does not enter into contracts with consumers.
The cooperation is based on the following documents:
1. these Terms,
2. the Privacy Policy, available at https://dropcom.eu/pl/polityka-prywatnosci/ (English translation: https://dropcom.eu/en/privacy-policy/),
3. the Data Processing Agreement, which the Partner accepts at registration (concerning the data of End Customers),
4. promotion terms, if the Partner takes part in a promotion,
5. individual commercial arrangements made in writing or in documentary form (e.g. trade credit, deferred payment terms, an individual price list).
In the event of any inconsistency, the following take precedence in this order: individual commercial arrangements, the terms of the relevant promotion, these Terms.
The Partner’s general terms of purchase or other standard contract terms do not bind the Seller unless the Seller expressly accepts them in writing or in documentary form.

§ 2. Definitions

Capitalised terms in these Terms have the following meanings:

Seller: Kamai.pl Sp. z o.o., with its registered office in Wola Batorska, Wola Batorska 1018, 32-007 Zabierzów Bocheński, Poland, entered in the register of entrepreneurs of the National Court Register (KRS) under number 0000361320, NIP (tax ID) 6832056712, REGON 121297532, which runs the Dropcom.eu wholesaler.
Partner: a business (a natural person running a sole proprietorship, a legal person or an organisational unit granted legal capacity by law) that runs a registered business activity, has passed verification and has an active Account.
Entrepreneur with Consumer Rights: a Partner who is a natural person and concludes a contract directly related to their business activity, where the content of the contract shows that it is not of a professional nature for them (special rules: § 6).
End Customer: the buyer to whom the Partner sells goods in its own name and on its own account, and to whom the Seller ships the goods on the Partner’s instructions.
Website: the Seller’s information website at https://dropcom.eu.
B2B Panel: the Seller’s ordering platform at https://b2b.dropcom.eu.
Account: the Partner’s individual access to the B2B Panel, protected by a login and password.
XML File: a file with the Seller’s offer, generated individually for the Partner and made available in the B2B Panel, containing in particular names, descriptions, parameters, links to photos, the Partner’s prices, stock levels and availability of goods.
Product Data: information about goods made available in the B2B Panel and in the XML File (descriptions, parameters, EAN codes, prices, stock levels, availability).
Materials: photos, graphics, videos, marketing descriptions, banners and other content about goods made available to the Partner by the Seller in any form, including through the XML File.
Order: a declaration made by the Partner in the B2B Panel with a view to concluding a contract for the sale of goods.
Dropshipping Order: an Order in which the Partner gives the End Customer’s address as the delivery address.
Sales Agreement: a contract for the sale of goods between the Seller and the Partner concluded on the basis of an Order.
Own Label: a shipping label of a carrier chosen by the Partner, generated by the Partner at its own cost and attached to the Order in the B2B Panel.
AI Assistant: an automated information chat on the Website whose answers are generated by an artificial intelligence system.
Working Day: a day from Monday to Friday, excluding public holidays in Poland.

§ 3. Seller details and contact

The Seller is Kamai.pl Sp. z o.o., Wola Batorska 1018, 32-007 Zabierzów Bocheński, Poland, KRS 0000361320, NIP 6832056712, REGON 121297532.
Contacting the Seller:
1. email: biuro@dropcom.eu,
2. phone: +48 12 307 28 21 (on Working Days, 8:00–16:00 CET),
3. in writing: Kamai.pl Sp. z o.o., Wola Batorska 1018, 32-007 Zabierzów Bocheński, Poland.
The B2B Panel accepts Orders 24 hours a day, 7 days a week. Customer service replies on Working Days.
The bank account number for payment is given on the pro forma invoice or in the Order confirmation. The Seller does not change the account number in ordinary email correspondence. The Partner should verify any request to pay to a different account by phone.

§ 4. Electronic services and technical requirements

The Seller provides the following electronic services free of charge:
1. maintaining an Account in the B2B Panel (after activation),
2. providing the XML File (after Account activation),
3. contact forms on the Website,
4. the AI Assistant on the Website.
To use the services, you need a device with internet access, an up-to-date web browser with JavaScript enabled and an active email address. To use the XML File, you need a sales platform or software that supports importing XML files.
The agreement for maintaining an Account and providing the XML File is concluded for an indefinite period when the Account is activated. The agreement for using a form or the AI Assistant is concluded when you start using it and terminates when you stop using it.
When using the services, you must not submit unlawful or offensive content or content that infringes the rights of third parties, attempt to bypass security measures, or load the Seller’s systems in a way that disrupts their operation (e.g. mass automated requests outside the XML File mechanism).
The AI Assistant provides general information about the cooperation based on the Seller’s knowledge base. Users are informed that they are talking to an artificial intelligence system. The AI Assistant’s answers are for information only, may contain inaccuracies and do not constitute an offer or a declaration of intent by the Seller. These Terms, the information in the B2B Panel and arrangements made with customer service are binding. The AI Assistant does not give prices and does not accept Orders. Do not enter special categories of personal data or other people’s data in the AI Assistant.
The Seller may temporarily suspend the Website or the B2B Panel for maintenance, updates or to fix a failure. Where possible, it announces planned interruptions in the B2B Panel.

§ 5. Registration and Account

An Account is created through the registration form at https://b2b.dropcom.eu/rejestracja. Registration is free of charge.
In the form, the Partner provides true and up-to-date data: the full company name as registered, NIP (for companies outside Poland, an EU VAT number or another identification number), registered address, shipping addresses (if different), a business email address and phone number, and the details of persons authorised to place Orders.
Before submitting the form, the Partner accepts these Terms and the Data Processing Agreement and confirms having read the Privacy Policy.
The Seller verifies the application, in particular in public registers (CEIDG, KRS, REGON, the VAT taxpayer register and, for companies from other EU countries, the VIES system). The Seller may ask for documents confirming the business activity.
The Seller may refuse to activate an Account, in particular if the applicant does not meet the conditions of § 1(2), has provided false data, has not passed verification or if there are reasonable doubts as to its reliability. The Seller communicates its decision by email or phone.
The automatic email sent after the form is submitted only confirms its receipt. The Account becomes active only after the Seller’s decision. Until activation, the Partner does not place Orders or download the XML File.
The login is the email address given at registration. The Partner protects its login details from unauthorised persons and notifies the Seller without delay if they are disclosed. Actions performed using the Account are deemed to be actions of the Partner, unless the Partner has previously reported a loss of control over the Account.
The Partner updates its data in the Account or reports changes to biuro@dropcom.eu, in particular a change of name, address, NIP or VAT taxpayer status, and the termination or suspension of its business activity.
Each Partner may have one Account, unless the Seller agrees to more.

§ 6. Entrepreneur with Consumer Rights

The B2B Panel is used for purchases for the Partner’s professional activity, in particular for resale. A Partner who is a natural person confirms at registration that it buys goods for resale as part of its business activity.
If, nevertheless, the Partner is an Entrepreneur with Consumer Rights with respect to a given Sales Agreement (e.g. it buys goods for its own use or the purchase is not of a professional nature for it, which follows in particular from the scope of its business disclosed in CEIDG), then, to the extent that the law grants it consumer protection:
1. it has the rights relating to non-conformity of goods with the contract on the terms provided for consumers; the exclusion of statutory warranty in § 16(1) and the rules in § 16 do not limit these rights,
2. it has the right to withdraw from a distance contract within 14 days without giving a reason, on the terms of the Polish Consumer Rights Act; the return fee in § 15(5) does not apply to it, and it bears only the direct cost of sending the goods back,
3. provisions that would be prohibited in a contract with a consumer (Articles 385¹–385³ in conjunction with Article 385⁵ of the Polish Civil Code) do not apply to it, in particular the limitations of liability in § 18(2)–(4) and the provision on the competent court in § 23(3).
A Partner who wishes to exercise the rights in paragraph 2 informs the Seller at biuro@dropcom.eu, stating the Order concerned.

§ 7. XML File and Product Data

After Account activation, the Partner receives a link to the XML File in the B2B Panel (“XML” tab). The XML File reflects the offer in the B2B Panel and is updated automatically. The Seller does not provide an API or automatic transfer of Orders. Orders are placed only in the B2B Panel.
The XML File is generated individually and contains the Partner’s prices. The XML File link and the prices are confidential information. The Partner does not disclose them to third parties, except software providers or integrators who operate its shop and are bound by confidentiality. The Partner is liable for their actions as for its own.
The Seller grants the Partner a non-exclusive, non-transferable, royalty-free licence to use the Product Data for as long as it has an active Account, solely to offer and sell goods bought from the Seller, in the Partner’s online shop, on its marketplace accounts and in its marketing materials.
The Partner synchronises stock levels, availability, prices and descriptions with its sales platform as often as possible, and at least once a day. In periods of high sales, the Seller recommends downloading the XML File more often. The stock level in the B2B Panel takes precedence over the data in the XML File and in the Partner’s shop.
The Seller makes every effort to keep the Product Data up to date and correct. Product Data partly comes from manufacturers and may contain errors. The Partner is responsible towards End Customers for the content of its listings, including their compliance with the law of the country in which it sells. The Partner informs the Seller of any errors it notices.
The Seller is not liable for the consequences of offering goods based on outdated data, in particular for selling goods whose stock level changed before the Partner’s platform downloaded the XML File.
The Seller may suspend access to the XML File in the event of a breach of paragraphs 2–3 or excessive load on the server.

§ 8. Materials and trademarks

The rights to the Materials, trademarks and designations belong to the Seller, the manufacturers of the goods or other right holders. Making the Materials available does not transfer these rights.
The licence in § 7(3) applies to the Materials. The licence covers recording and reproducing the Materials digitally and making them publicly available on the internet in the manner set out in § 7(3). Technical changes such as resizing, cropping or changing the file format, and translating descriptions, are permitted if they do not change the meaning of the product information.
The Partner may not:
1. use the Materials to offer goods that do not come from the Seller,
2. grant sublicences or make the Materials available to third parties for any purpose other than selling the Seller’s goods,
3. remove authorship notices, watermarks or manufacturer markings,
4. use the names Dropcom.eu or Kamai or the Seller’s trademarks in a way suggesting that it is the Seller, its branch or authorised representative, including in its shop name, domain or paid ads, without the Seller’s consent.
The licence expires when the Account is closed or the cooperation ends. The Seller may terminate it with immediate effect in the event of a breach of § 7 or this section. After the licence expires, the Partner removes the Materials from its sales channels within 14 days, except for ended listings that cannot be removed and copies it must keep under the law.
Marketing materials about Dropcom.eu (logos, banners, a description of the wholesaler) made available on the Website may be used to inform about cooperation with Dropcom.eu, in accordance with the rules described with those materials.

§ 9. Prices

Prices of goods are visible in the B2B Panel after logging in. They are net prices, to which VAT is added at the applicable rate. Prices are in Polish zloty (PLN), unless the B2B Panel shows a different currency for a given Partner.
Prices may be individual for the Partner. The Seller may change prices at any time. A change does not affect Orders placed before the change.
The price shown in the B2B Panel at the time the Order is placed is binding.
The cost of the delivery method chosen by the Partner is added to the price of the goods. The current delivery cost is shown in the cart in the B2B Panel before the Order is placed.
If a price in the B2B Panel or in the XML File is obviously wrong (e.g. as a result of a system error), the Seller may refuse to process the Order or propose to process it at the correct price. The Partner may reject such a proposal at no cost.
The Seller does not personalise prices on the basis of automated decision-making. Individual prices result from commercial arrangements.
The Partner sets the prices at which it sells goods to End Customers independently.

§ 10. Orders and conclusion of the Sales Agreement

Orders are placed only in the B2B Panel. Orders placed by email, by phone or through the AI Assistant are not processed, unless the Seller agrees to this individually.
When placing an Order, the Partner selects the goods and their quantities, the delivery address (its own or the End Customer’s), the delivery method (and, for shipping on an Own Label, attaches the label in accordance with § 12) and the payment method assigned to the Account. Before placing the Order, the Partner checks its summary, including the total price with the delivery cost.
Placing an Order is an offer to buy. The Sales Agreement is concluded when the Seller accepts the Order for processing, which is shown in the B2B Panel (the Order receives a number in the Seller’s system and its status changes) or confirmed by email. An automatic confirmation that the Order has been received does not mean that it has been accepted.
The Partner may order goods that have a positive stock level in the B2B Panel. If the goods nevertheless run out (e.g. after a stocktake), the Seller contacts the Partner and proposes substitute goods, partial fulfilment or cancellation of the missing item. For a cancelled item, the Seller refunds the amount paid or credits it towards other Orders, at the Partner’s choice.
The Seller may contact the Partner after an Order is placed if fulfilling it in its original form is impossible or significantly hindered (e.g. because of the shipping method, the dimensions of the shipment or an incorrect label). A material change to the Order requires the Partner’s consent. Until the matter is clarified, the Seller may suspend processing.
Order processing is automated. The Partner reports a change or cancellation of an Order without delay by phone or to biuro@dropcom.eu. A change or cancellation is possible as long as the Order has not been picked or shipped. Goods already shipped may be returned under § 15.
The Seller may cancel a prepaid Order that is not paid within 7 days of being placed.
Information about processing times (e.g. same-day shipping for Orders correctly placed and paid by 12:00) is indicative. The Seller makes every effort to ensure that a correctly placed and paid Order leaves the warehouse within 1 Working Day.

§ 11. Payments and invoices

The standard form of payment is prepayment by bank transfer to the Seller’s account given on the pro forma invoice or in the Order confirmation. The Seller starts processing the Order once the payment has been credited.
In the transfer title, the Partner gives the Order number from the Seller’s system, or the number of the collective invoice when paying a collective invoice. A transfer with an incorrect title is settled manually, which delays processing.
The Seller may grant the Partner trade credit (a limit up to which the Partner orders without prepayment) or deferred payment terms. The decision depends in particular on the history of the cooperation and payment punctuality, and the Seller is not obliged to grant it. The terms are agreed individually in documentary form. The Seller may change or withdraw trade credit or deferred terms for good reason, in particular in the event of late payment, with effect for future Orders.
The date of payment is the day the Seller’s account is credited.
In the event of late payment, the Seller may:
1. suspend the processing of further Orders until the amount due is paid,
2. charge statutory interest for late payment in commercial transactions and claim compensation for recovery costs under the Polish Act of 8 March 2013 on counteracting excessive delays in commercial transactions.
The Seller issues VAT invoices in accordance with the law, including in the National e-Invoicing System (KSeF) where the law requires it. For each Order, the system first issues a pro forma invoice and, after the payment is settled, a VAT invoice. The Partner downloads pro forma invoices, invoices, corrective invoices and their visualisations in the B2B Panel (“Documents and payments” tab). The Partner agrees to receive invoices in electronic form, to the extent not covered by KSeF.
The Seller may issue collective invoices. Their frequency is agreed with customer service.
The VAT treatment (e.g. the 0% rate for an intra-Community supply) depends on the Partner’s tax status and on the delivery method. A Partner from another EU country provides a valid EU VAT number and informs the Seller if it loses it.
The Partner may not set off its claims against amounts due to the Seller without the Seller’s consent, except for undisputed claims or claims confirmed by a final court ruling.

§ 12. Shipping and Own Labels

The Seller ships goods from its warehouse in Poland (Wola Batorska 1018). The available delivery methods are shown in the B2B Panel when placing an Order, in particular:
1. shipping by a Seller’s carrier selected from the list in the B2B Panel (within Poland only),
2. shipping on the Partner’s Own Label (“own courier”),
3. collection from the warehouse, if the B2B Panel offers it.
The cost of shipping by a Seller’s carrier is shown in the cart in the B2B Panel. For shipping on an Own Label, the Seller does not charge for transport. The Partner settles the carriage cost directly with the carrier.
The Own Label must be attached to the Order in A6 format (100 × 150 mm), unaltered, with one A6 page per parcel. An Order with a label in a different format or without a label is put on hold until a correct label is provided.
The Seller does not check the data on the Own Label (e.g. the recipient’s address, the type of service, the declared dimensions). The Partner is responsible for their correctness and for any surcharges charged by the carrier, in particular for oversized shipments. With carriers that do not make regular pickups from the Seller’s warehouse, the Partner orders the pickup itself.
For each product, the B2B Panel gives the dimensions and weight and marks oversized and pallet goods. The Partner chooses a delivery method suitable for the dimensions and weight of the shipment. If the chosen method is not suitable, the Seller contacts the Partner to adjust the cost or change the delivery method. The Seller refunds any overpayment for transport.
The number of parcels is determined by the warehouse when packing. If an Order requires more parcels than expected, the Seller asks for an additional payment (shipping by a Seller’s carrier) or for additional Own Labels. Splitting a shipment into more parcels at the Partner’s request may be charged at the rate shown in the B2B Panel.
The Seller places a warehouse label on the parcel with the Partner’s name as the sender, the recipient’s details, the Order number and the list of goods. The Seller does not put its own advertising materials or purchase prices into Dropshipping Order parcels.
The benefits and burdens associated with the goods and the risk of their accidental loss or damage pass to the Partner when the shipment is handed over to the carrier (both a Seller’s carrier and the carrier indicated on the Own Label) or, for collection from the warehouse, when the goods are released. The time of handover to the carrier is when the shipment is registered as shipped in the Seller’s warehouse system (“Shipped” status). This provision does not apply to an Entrepreneur with Consumer Rights to the extent that the law provides different rules for it.
For shipping by a Seller’s carrier, the Seller files complaints about the carriage service (damage, loss, delay) with the carrier on the basis of documents from the Partner (§ 16(4)). For shipping on an Own Label, the Partner files complaints about the carriage service directly with the carrier. At the Partner’s request, the Seller provides any proof of dispatch it holds.

§ 13. Shipping outside Poland

The Seller fulfils Dropshipping Orders with delivery outside Poland only on the Partner’s Own Labels. Shipping by a Seller’s carrier is available within Poland only.
A Partner selling to End Customers in another country is responsible for meeting the obligations under the law of that country and of the European Union, in particular for:
1. accounting for VAT on sales to End Customers (e.g. under the OSS scheme),
2. information obligations towards consumers and their right of withdrawal,
3. labelling and documentation of goods in the language required in the country of sale, and the information required by the General Product Safety Regulation (GPSR) in online listings,
4. registration and reporting obligations concerning packaging, electrical and electronic equipment, batteries or other products covered by extended producer responsibility (EPR) in the country of sale, where they apply to the Partner,
5. customs duties and formalities if the country of delivery is outside the European Union, provided that the Seller agrees to such shipping.
The Seller provides the Product Data it holds that is needed to meet the obligations in paragraph 2 (e.g. manufacturer details, EAN codes, dimensions, weight), but does not guarantee that it is sufficient for sales in a given country.

§ 14. Dropshipping: obligations towards End Customers

The Partner sells goods to End Customers in its own name and on its own account. The Seller is not a party to contracts between the Partner and the End Customer and does not contact the End Customer, unless this is necessary to deliver the shipment or the Partner asks it to.
The Partner is responsible towards the End Customer for performing the contract, pre-contractual information, handling enquiries, withdrawals, returns and complaints, in accordance with its own terms and the law, including consumer law.
By giving the End Customer’s data in the Order, the Partner entrusts the Seller with processing it for the purpose of delivery. The Partner is the controller of that data and the Seller is the processor. The processing rules are set out in the Data Processing Agreement. The Partner ensures that it has a legal basis for passing the data to the Seller.
The End Customer may not send goods back to the Seller’s address without the Seller’s prior consent given to the Partner in accordance with § 15. The Seller may accept shipments sent back without consent, refuse to accept them or charge the Partner for the cost of handling them.

§ 15. Returns of goods

A Partner that is not an Entrepreneur with Consumer Rights does not have the statutory right to withdraw from a distance contract. The Seller allows goods to be returned on the commercial terms set out in this section. The rights of an Entrepreneur with Consumer Rights are set out in § 6.
A return is reported by email to biuro@dropcom.eu within 14 days of the goods being delivered to the address given in the Order (for a Dropshipping Order: of delivery to the End Customer). The request contains:
1. the Order number or invoice number,
2. the name of the product (preferably with its EAN code),
3. the quantity returned,
4. the reason for the return.
Goods may be sent back only after the Seller has confirmed the return. The Seller gives the address and the method of sending. The return shipment must be marked with the Order or request number.
Returned goods must be in full saleable condition: unused, unassembled, clean, free of defects and signs of use, complete, in the original, undamaged manufacturer’s packaging, and fit for resale as new. The manufacturer’s packaging must be protected with additional transport packaging and must not have tape or labels stuck directly on it.
For accepting a return into the warehouse, the Seller charges a handling fee of PLN 15.50 net (plus VAT) per return request. The Seller deducts the fee from the amount due to the Partner or issues a separate invoice for it.
The cost and risk of sending the goods back to the Seller are borne by the Partner.
Unless the Seller agrees individually, the following may not be returned:
1. goods brought in or prepared to the Partner’s special order,
2. goods marked as non-returnable in the B2B Panel or in promotion terms,
3. goods that cannot be returned once opened for reasons of hygiene or health protection, if the packaging has been opened,
4. goods with a short shelf life.
After receiving and checking the goods, the Seller issues a corrective invoice and, within 14 days, refunds the amount due to the Partner (less the fee in paragraph 5) to the Partner’s bank account or, at the Partner’s request or if the Partner has overdue payments, credits it towards the Partner’s amounts due to the Seller. The cost of the original delivery is not refunded.
If the goods do not meet the conditions in paragraph 4 or were sent back without confirmation or after the deadline, the Seller may refuse the return and send the goods back at the Partner’s cost or, with the Partner’s consent, accept the return with the refund reduced by the value lost by the goods.
A return does not replace a complaint. Defective goods or goods not matching the Order are reported in accordance with § 16.

§ 16. Complaints about goods

The parties exclude the Seller’s liability under statutory warranty for physical and legal defects of the goods (Article 558 § 1 of the Polish Civil Code). Instead, the Seller handles complaints on the terms set out in this section. The exclusion does not apply to an Entrepreneur with Consumer Rights (§ 6) or where the Seller has fraudulently concealed a defect.
The Seller handles complaints concerning:
1. delivery not matching the Order: a different product, a different variant or a product missing from the parcel; to be reported within 7 days of delivery,
2. transport damage when shipped by a Seller’s carrier: provided that the shipment was checked on delivery and a damage report was drawn up with the carrier; to be reported within 7 days of delivery,
3. manufacturing defects that appear during the warranty period given by the manufacturer or, if the manufacturer has not given one, within 12 months of the goods being released; to be reported without delay and no later than 14 days after the defect is discovered.
The Seller does not accept complaints about damage resulting from improper use, assembly or storage, or normal wear and tear, or about transport damage when shipped on an Own Label (the Partner reports this to its carrier, § 12(9)).
A complaint is filed by email to biuro@dropcom.eu or through the form in the B2B Panel, if available. The complaint contains:
1. the Order or invoice number,
2. the name of the product and its EAN code,
3. a description of the defect or non-conformity,
4. photos of the product and packaging (for transport damage, also the damage report),
5. the expected resolution.
The Seller handles the complaint without undue delay, usually within 14 Working Days of receiving a complete request, and informs the Partner of the outcome by email. In matters requiring the opinion of the manufacturer or carrier, this period may be longer, in which case the Seller will inform the Partner.
The Seller may ask for the goods concerned to be delivered for assessment. Goods are sent only after the method and address have been agreed. If the complaint is accepted, the Seller bears the cost of sending them.
If the complaint is accepted, the Seller, at its choice, replaces the goods with goods free of defects, makes up for missing items, repairs the goods, reduces the price or refunds the price paid (corrective invoice) if replacement or repair is not possible.
The Partner may exercise rights under the manufacturer’s warranty directly with the guarantor, on the terms of the warranty card, or through the Seller.
Complaints from End Customers are accepted and handled by the Partner (§ 14(2)). If the Partner accepts an End Customer’s complaint for a reason covered by paragraph 2, it may file a complaint with the Seller under this section.

§ 17. Complaints about electronic services

Complaints about the operation of the B2B Panel, the XML File, the forms or the AI Assistant are sent to biuro@dropcom.eu, describing the problem and giving contact details.
The Seller responds to the complaint within 14 days of receiving it.

§ 18. Liability

The Seller is liable for non-performance or improper performance of the Sales Agreement on general terms, subject to the provisions of these Terms.
The Seller is not liable for the Partner’s lost benefits, including lost profits from sales to End Customers, or for penalties and fees imposed on the Partner by marketplaces or third parties.
The Seller’s total liability under a given Sales Agreement is limited to the net value of the goods in the Order to which the damage relates.
The Seller is not liable for delays or non-performance caused by force majeure or circumstances for which it is not responsible, in particular failures of carriers, networks or IT service providers, or for the consequences of incorrect data provided by the Partner (address, label, choice of delivery method).
The limitations in paragraphs 2–4 do not apply to damage caused intentionally or through gross negligence, personal injury, an Entrepreneur with Consumer Rights, or cases in which the law does not allow liability to be limited.
The Partner is liable to the Seller for damage resulting from a breach of these Terms, in particular § 7, § 8 and § 14, and indemnifies the Seller against claims of third parties (including End Customers and authorities) arising from the Partner’s listings, contracts and obligations.

§ 19. Promotions

The Seller may run promotions and discount campaigns for Partners. The rules of each promotion are set out in separate terms or a promotion description published on the Website or in the B2B Panel.
Promotions cannot be combined unless their rules state otherwise.
Matters not covered by the promotion rules are governed by these Terms.

§ 20. Personal data

The Seller is the controller of the personal data of Partners who are natural persons, persons representing Partners and their employees, persons contacting the Seller and users of the Website. Details are given in the Privacy Policy: https://dropcom.eu/pl/polityka-prywatnosci/ (English translation: https://dropcom.eu/en/privacy-policy/).
The Seller processes the data of End Customers as a processor on behalf of the Partner, on the terms of the Data Processing Agreement.
A Partner that passes the data of its employees or associates to the Seller (e.g. persons authorised to place Orders) informs them of this and of the Privacy Policy.

§ 21. Suspension and termination of cooperation

The Partner may end the cooperation and close its Account at any time by sending a message to biuro@dropcom.eu. Closing the Account does not affect Orders already accepted for processing or settlements.
The Seller may terminate the agreement for maintaining the Account with 30 days’ notice, informing the Partner by email.
The Seller may suspend the Account or terminate the agreement with immediate effect if the Partner:
1. materially breaches these Terms, in particular § 4(4), § 7 or § 8, and does not remedy the breach within the time set,
2. is more than 30 days late with a payment,
3. has provided false data, has ended or suspended its business activity or has lost the status required in § 1(2),
4. acts to the detriment of the Seller or its reputation or exposes the Seller to liability towards third parties.
After the cooperation ends, the Seller disables access to the XML File, and the Partner removes the Materials in accordance with § 8(4) and settles all amounts due.
The Seller may delete an Account that has not been used for 24 months, after notifying the Partner by email in advance.

§ 22. Changes to the Terms

The Seller may change these Terms for good reason, in particular a change in the law, a change in payment or delivery methods, a change in the functions of the B2B Panel or the XML File, a change in the offer or the organisation of sales, or the need to ensure security.
The Seller informs the Partner of a change by email or in the B2B Panel at least 14 days before it takes effect. A Partner that does not accept the changes may end the cooperation before that date (§ 21(1)).
Orders placed before the changes take effect are governed by the Terms in their previous wording.
A change of contact details or editorial corrections that do not change the rights and obligations of the parties do not require the notice period in paragraph 2.

§ 23. Governing law and disputes

These Terms and the contracts concluded under them are governed by Polish law. The United Nations Convention on Contracts for the International Sale of Goods (Vienna, 1980) does not apply.
The parties will try to resolve disputes amicably, through negotiation.
Disputes that cannot be resolved amicably are settled by the common court competent for the Seller’s registered office. This provision does not apply to an Entrepreneur with Consumer Rights.
Out-of-court consumer dispute resolution procedures do not apply to contracts concluded under these Terms.

§ 24. Final provisions

Contracts under these Terms are concluded in Polish. Translations of the Terms, including this English version, are for information only. In the event of any discrepancy, the Polish version prevails.
The Terms are available free of charge at https://dropcom.eu/pl/regulamin/ (English translation: https://dropcom.eu/en/terms/) in a form that allows them to be downloaded, saved and printed.
If any provision of these Terms proves invalid, the remaining provisions remain in force, and the invalid provision is replaced by the legal rule closest to its purpose.
These Terms apply from the date stated in the header. They replace the “Regulamin Platformy Hurtowej B2B” (B2B Wholesale Platform Terms) in the version published in 2025 with respect to Orders placed from that date.

Questions about the terms: biuro@dropcom.eu, +48 12 307 28 21.