TERMS AND CONDITIONS OF THE SBS EUROPE ONLINE WHOLESALE STORE

Version effective from: 18 July 2026

1. Information about the Seller

The SBS Europe online wholesale store, hereinafter referred to as the “Website” or “Wholesale Store”, is operated by SBS EUROPE sp. z o.o., with its registered office in Bydgoszcz, at ul. Toruńska 145B, 85-880 Bydgoszcz, entered in the Register of Entrepreneurs of the National Court Register under KRS number 0001064839, NIP 9532799451, REGON 526720721, share capital PLN 10,000, hereinafter referred to as the “Seller” or “SBS Europe”.
The Seller’s contact details:
postal address and address for complaints: ul. Toruńska 145B, 85-880 Bydgoszcz;
email address: b2b@sbseurope.eu;
telephone number: +48 532 373 323.
These Terms and Conditions are made available free of charge on the Website in a manner that allows them to be saved, viewed and printed.

2. Nature of B2B sales and definitions

The Wholesaler sells exclusively to businesses and other entities making purchases directly in connection with their commercial or professional activities, hereinafter referred to as the “Buyer”.
The Website is not intended for the conclusion of contracts with consumers or with natural persons for whom the contract is not of a professional nature within the meaning of the relevant legislation.
By submitting an Enquiry, the person acting on behalf of the Buyer declares that:
the Buyer meets the conditions set out in paragraph 1;
the company details provided are true and up to date;
they are authorised to act on behalf of the Buyer and to enter into obligations on its behalf.
The terms used in these Terms and Conditions shall have the following meanings:
‘Product’ – goods presented on the Website and covered by the Proforma Invoice;
“Enquiry” – a non-binding list of Products and quantities sent by the Buyer, together with the details required to prepare a quotation;
“Proforma Invoice” – a commercial quotation prepared by the Seller containing at least the Products, quantities, prices, taxes, delivery costs and method, payment terms and – where necessary – additional terms of fulfilment;
“Contract” – a contract of sale concluded in accordance with clause 4 of the Terms and Conditions;
“Working Day” – a day from Monday to Friday, excluding public holidays in Poland.

3. Terms of Use of the Website

The Website enables users, in particular, to browse the catalogue, search for Products, create enquiry lists, submit enquiries, save favourite Products, contact the Seller and, once customer accounts have been activated, to create and manage an account.
To use the Website, you will need a device with internet access, an up-to-date web browser, an active email address, and the necessary cookies and JavaScript enabled.
Use of the Website is free of charge. The Buyer shall bear the standard costs of an internet connection in accordance with their contract with their service provider.
It is prohibited to provide unlawful content, disrupt the operation of the Website, circumvent its security measures, impersonate other persons or entities, or use the Website in a manner that infringes the rights of the Seller or third parties.
The information, photographs, descriptions, availability and prices presented on the Website are for information purposes only and do not constitute an offer within the meaning of the Civil Code. The binding terms and conditions of sale are set out in the Proforma Invoice.
The availability of Products is confirmed when the Proforma is prepared. The fact that a Product is listed on the Website does not guarantee its availability at the time the Enquiry is processed.

4. Enquiry, Proforma Invoice and Conclusion of the Contract

The Buyer selects the Products and quantities, provides the required company details and submits an Enquiry via the Website or an agreed communication channel.
An Enquiry does not constitute an order or an offer by the Buyer and does not oblige either Party to enter into a Contract.
On the basis of the Enquiry, the Seller verifies the availability of the Products and prepares a Proforma Invoice, taking into account the final cost of transport. As a rule, the Seller sends the Proforma Invoice within one Working Day, although this timeframe is indicative.
The Buyer accepts the Proforma Invoice in the manner specified in correspondence with the Seller and then makes payment within the time limit specified in the Proforma Invoice.
Subject to any deferred payment agreed on an individual basis, the Contract is concluded upon the simultaneous fulfilment of two conditions: the Buyer’s acceptance of the pro forma invoice and the crediting of the full amount due to the account specified by the Seller.
In the case of a deferred payment granted on an individual basis, the Contract is concluded in accordance with the terms set out in the Seller’s written or documented confirmation.
Failure to make payment within the Proforma’s validity period shall result in the offer lapsing, unless the Seller confirms its extension.
The Seller may refuse to issue a pro forma invoice or to conclude the Contract, in particular in the event of unavailability, a pricing error, incomplete details, outstanding payments by the Buyer, suspected misuse, or legal restrictions on sale or delivery.
The minimum Order value, where applicable, is indicated on the Website or in the Proforma Invoice. Information regarding the €100 threshold is for guidance only until confirmed in the Proforma Invoice.

5. Prices, taxes, invoices and payments

Unless expressly stated otherwise, the prices displayed on the Website are net prices and VAT will be added at the applicable rate.
The final price, currency, VAT rate, delivery costs and total amount due are specified in the Proforma Invoice.
In the case of intra-Community supply of goods, the 0% VAT rate may only be applied once all legal requirements have been met, including successful verification of the Buyer’s valid EU VAT number and possession of the required documentation. Otherwise, the Seller will charge the applicable tax.
The available payment methods are:
bank transfer to the account specified in the pro forma invoice;
payment via Revolut to the details provided by the Seller;
deferred payment – only following individual, prior and explicit agreement with the Seller.
Any bank charges, currency conversion fees and other charges incurred by the Buyer shall be borne by the Buyer. The Seller must receive the full amount specified in the pro forma invoice.
A VAT invoice shall be issued electronically and sent to the email address provided by the Buyer, to which the Buyer consents, unless the Parties agree otherwise.
In the event of a delay in payment, the Seller may charge statutory interest for late payment in commercial transactions and claim compensation for the costs of debt recovery in accordance with the law.

6. Fulfilment and Delivery

The goods are dispatched from the Seller’s logistics centre in Bydgoszcz or from another location specified in the pro forma invoice.
As a general rule, the Seller dispatches the paid-for goods on the day the payment is credited to their account or, at the latest, on the next Working Day. However, the binding fulfilment date is set out in the Proforma Invoice or in a subsequent confirmation from the Seller.
The cost of transport is determined on a case-by-case basis depending on the country of delivery, the number of boxes, weight, dimensions and the chosen method of transport. The prices shown on the Website are indicative; the binding cost of transport is specified in the Proforma Invoice.
If a carrier has been selected by the Seller at the Buyer’s request, the Products are deemed to have been handed over to the Buyer upon their handover to the carrier for delivery to the Buyer. From that moment, the benefits and burdens associated with the Products, as well as the risk of their accidental loss or damage, pass to the Buyer.
Ownership of the Products passes to the Buyer upon payment of the full price for the Products in question, unless the Parties agree otherwise in writing.
The Buyer is obliged to ensure that the consignment can be collected and to check the condition of the packaging, the number of parcels and any visible damage immediately upon collection.
In the event of damage, loss or tampering with the packaging, the Buyer shall, before accepting the consignment or immediately upon discovery of the damage:
raise a complaint with the carrier;
draw up a damage report with the carrier, including an electronic version if the carrier offers this option;
take photographs of the packaging, the transport label, the security seals and the Products;
retain the packaging and security seals until the proceedings have been concluded;
notify the Seller in accordance with clause 7.
The absence of a damage report or photographic evidence may prevent or significantly hinder the pursuit of claims against the carrier and the processing of a claim relating to transport damage.
The Seller shall not be liable for delays caused by the carrier or for damage arising after the consignment has been duly handed over to the carrier, except in cases where the Seller’s liability cannot be excluded under mandatory provisions of law, or where the damage resulted from the Seller’s incorrect preparation or packaging of the consignment.

7. Delivery verification and B2B complaints

The Buyer is obliged to inspect the Products immediately upon receipt, in particular to check that the type, quantity, variants and condition of the Products comply with the Contract.
Shortfalls in quantity, errors in the product range and visible damage, including transport damage, must be reported to the Seller no later than within 7 calendar days of delivery.
Hidden defects which could not be detected despite a careful inspection of the delivery must be reported within 7 calendar days of their discovery, but no later than before the expiry of the liability period specified in paragraph 9.
Complaints must be sent to b2b@sbseurope.eu or in writing to the following address: SBS Europe sp. z o.o., ul. Toruńska 145B, 85-880 Bydgoszcz.
The complaint must include:
the Buyer’s company name, tax identification number (NIP) or other identification number, and the contact person’s details;
the pro forma invoice number, invoice number or other reference to the Contract;
the name, code and quantity of the Products subject to the complaint;
a detailed description of the non-conformity and the date on which it was detected;
photographs or a video recording showing the defect, the packaging and the parcel label;
in the event of transport damage – a damage report drawn up with the carrier;
the expected outcome of the complaint.
The Seller may request additional information or ask for the Product to be returned for examination. The Product may only be returned once the method and address for the return have been agreed with the Seller.
The Seller shall process a complete complaint without undue delay, generally within 14 working days. This period may be extended if an expert assessment is required, or if the cooperation of the manufacturer or carrier is needed, or if further details are required to complete the complaint; The Seller shall inform the Buyer of this.
In the event of a justified complaint, the Seller shall, at its discretion, repair the Product, replace it with a defect-free one or – where repair or replacement is impossible or economically unjustified – refund the net price of the defective Product or reduce the amount due accordingly.
Pursuant to Article 558(1) of the Civil Code, the Seller’s liability under the warranty towards Buyers is limited to defects identified and reported in accordance with these Terms and Conditions within 6 months of the date of delivery of the Product.
Subject to mandatory provisions of law, the Buyer shall not be entitled to withdraw from the Contract or to reduce the price independently on the grounds of a defect without first following the complaints procedure described in this clause.
The Buyer is not entitled to the consumer’s right to withdraw from a distance contract. The return of Products in perfect condition is possible only with the Seller’s prior, individual consent and on agreed terms.
The manufacturer’s warranty, if provided, is honoured on the terms specified by the guarantor and does not extend the Seller’s liability.

8. Limitation of Liability

Subject to damage caused intentionally and other cases where such a limitation is legally impermissible, the Seller’s total liability in connection with a given Contract is limited to the net value of the Products affected by the event giving rise to liability.
The Seller shall not be liable for lost profits, loss of revenue, customers, contracts, data or reputation, nor for any other indirect or consequential losses suffered by the Buyer.
The Seller shall not be liable for the manner in which the Buyer resells or uses the Products, the content of the Buyer’s offers, any breach by the Buyer of the regulations applicable to the target market, or any representations made by the Buyer to its customers.
The Buyer is responsible for verifying whether the Product may be lawfully placed on the market or used in the Buyer’s country and industry, unless Proforma expressly states otherwise.

9. Customer accounts and electronic services

Once customer accounts have been activated, creating an account will require the provision of the details specified in the form and the setting up of access credentials, or the use of the login method provided.
The Buyer is obliged to protect their access details and to inform the Seller immediately of any suspected unauthorised use of the account.
The Buyer may request the deletion of their account at any time, subject to the retention of data which the Seller is required or permitted to continue processing on the basis of law, the Contract or a legitimate interest.
Complaints regarding the operation of the Website or the account may be submitted to b2b@sbseurope.eu. The submission should describe the problem and enable it to be reproduced.
The Seller may temporarily restrict access to the Website for technical, security, maintenance or functionality development reasons.
The Seller may suspend an account used in breach of these Terms and Conditions or the law, following a prior request to cease such breaches, unless immediate suspension is necessary for security reasons or due to the nature of the breach.

10. Intellectual property rights

The content of the Website, including its layout, text, photographs, graphics, logos and database, may be protected by copyright, industrial property rights or other rights of the Seller or third parties.
Use of the Website does not confer any rights to this content upon the Buyer.
The Buyer may use product materials only with the Seller’s consent or to the extent expressly specified by the Seller. It is prohibited to remove legal markings, mislead as to the origin of the Product, or infringe the rights of manufacturers and brand owners.

11. Personal Data

The data controller for personal data processed in connection with the Website and the Contracts is SBS Europe sp. z o.o.
Detailed information on data processing, cookies and the rights of individuals is set out in the Privacy Policy available on the Website.

12. Force majeure

The Website shall not be liable for any failure to perform or delay in the performance of its obligations caused by an external, extraordinary event beyond its reasonable control, the consequences of which could not have been prevented despite the exercise of due care.
Such events may include, in particular, natural disasters, fires, floods, wars, riots, acts of public authorities, sanctions and embargoes, epidemics, strikes, failures of energy, telecommunications, payment or transport infrastructure, and serious disruptions to the supply chain.
The Party affected by force majeure shall notify the other Party within a reasonable time and shall take all available measures to minimise the effects of the event.

13. Final Provisions

These Terms and Conditions and the Agreements shall be governed by Polish law.
Any disputes arising from these Terms and Conditions or the Agreements shall be settled by the ordinary court having jurisdiction over the Seller’s registered office, unless mandatory provisions provide otherwise.
If the Website or commercial documents are available in several languages, in the event of any discrepancy, the Polish version shall prevail, unless the Parties expressly agree otherwise.
The Seller may amend these Terms and Conditions for valid reasons, in particular in connection with changes to the law, the method of sale, payment, delivery, the functionality of the Website, or for security reasons. Contracts concluded prior to any such amendment shall be governed by the Terms and Conditions in force at the time of their conclusion.
With regard to services provided on an ongoing basis, including customer accounts, changes will be communicated on the Website or by email with sufficient notice. The Buyer may cancel the service before the change comes into effect.
The invalidity or ineffectiveness of any single provision shall not affect the validity of the remaining provisions of these Terms and Conditions.