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The Terms & Conditions - Partner Portal www.Portal.SolutionsBay.pl (SolutionsBay)

1. Definitions and general provisions

  1. The online partner portal available at the website www.Portal.SolutionsBay.pl [hereinafter: the "Portal"] is an electronic platform intended for the Seller's Contractors, through which the Seller provides services to Contractors consisting of providing the Portal itself in order to place orders for Products in accordance with the applicable offer of the Seller and the use of other Portal functionalities, including by (i) viewing sales files such as sales orders and invoices, (ii) checking the delivery statuses of Products or repair statuses, (iii) determining delivery locations for orders, if different from the Contractor's seat, (iv) creating and modifying Users' accounts and assigning different levels of access to the Portal to these accounts or (v) providing files related to services provided by third parties for which the Distributor has obtained authorization to conclude agreements on their behalf and monitoring the process of verification and approval of these documents, if the Partner connects with the Distributor a separate agreement authorizing the procedure and conclusion of such documents.
  2. The Seller will sell and provide electronic services via the Internet on the basis of The Terms & Conditions [hereinafter referred to as "T&C"] and generally applicable provisions of law, in particular on the basis of the Act on the provision of electronic services.
  3. The owner of the Portal (Seller, Distributor) is a company under the name of iDream Business Center Sp. z o.o. Sp. k. with its registered office in Kielce, address: Kielce, 25-639, ul. Malików 150D, registered by the District Court in Kielce, 10th Department of the National Court Register, VAT: 9591972649, REGON: 364505264, KRS: 619423, email address: info@SolutionsBay.pl, contact number: +48 41 308 00 05.
  4. Dealer, Customer, Buyer, Contractor, Partner, Entrepreneur, Private Entrepreneur - terms used interchangeably in T&C, depending on the context - entities that are not consumers within the meaning of generally applicable law, concluding an agreement with the Seller, directly related to his business or not, which in as part of cooperation with the Seller, purchases Products from the Seller on the terms and conditions set out in T&C and binding the parties to other contracts or monitors the process of concluding contracts for services provided by third parties.
  5. T&C is an integral part of the sales agreement concluded with the Buyer. The conclusions of the sales agreement between the Buyer and the Seller follows the following rules:
    1. Before placing the order, the Buyer has the right to negotiate the terms and conditions of the sales agreement with the Seller, individually regulating mutual rights and obligations. The individual terms and conditions shall be concluded by the parties in writing or in electronic form with the use of qualified electronic signatures.
    2. If a separate agreement is concluded between the Buyer and the Seller, then in the event of a conflict of the provisions of T&C with this agreement, the provisions of the agreement shall prevail.
    3. In the event of the Buyer's resignation from the possibility of concluding a sales agreement described in points a) and b) above, the generally applicable provisions of law and the provisions of T&C shall apply.
  6. Products - goods or services available in the Seller's offer, which the Buyer is interested in purchasing.
  7. Showroom - point of sale run by the Seller in Warsaw, ul. Postępu 15B, postal code: 02-676.
  8. Act on the provision of electronic services - the Act of 18 July 2002 on the provision of electronic services [Dz. Ust. No. 144, item 1204 as amended].
  9. User - a person having the right to use the Portal on behalf of the Contractor within the scope of assigned rights, in particular to place orders. Changes to the User's account permissions on the Portal may be made by the User with the status of "Main Contact" or the „Administrator”.
    1. In the case of Entrepreneurs running a business, these persons are also the Main Contact of the Contractor on the Portal,
    2. n the case of companies, the person creating the Contractor's account on the Portal creates the first contact to the Contractor, which automatically becomes the Contractor's Main Contact on the Portal,
  10. The necessary condition for the use of the Portal by the User on behalf of and for the Contractor, including the conclusion of sales agreements, is the acceptance of T&C and the Privacy Policy by the User.
  11. Users are considered persons authorized to act on behalf of the Contractor within the scope of the access granted to the Portal.
  12. The Seller may conduct promotional activities regarding the Products available in the Seller's offer. Purchases, in connection with promotional activities carried out by the Seller, are made in accordance with the conditions resulting from T&C, subject to the conditions for conducting promotional activities. When conducting promotional activities, the number of Products available in the Seller's offer may be limited.
  13. The prices given on the Portal are net prices (they do not include VAT).
  14. The prices of the Products listed on the Portal do not include delivery costs.
  15. Products available on the Portal are free from physical and legal defects, with the exception of ex-exhibition or previously used Products, which may be subject to physical defects. A customer who purchases Products with defects obtains detailed information about the condition of the Product, indicating its defects, which can be documented by photos, and by concluding a sales agreement, she accepts the condition in which the Product is at the date of concluding the sales agreement. Certain rights, such as warranty or statutory law, may be excluded or limited for the Display or Used Products.
  16. Information on Product warranty is available on the manufacturers' websites.
  17. The Seller may run a loyalty program which may reward regular buyers with occasional or permanent offers, discounts and special prices.
  18. The Seller communicates with the Customers via e-mail, telephone or letter, or, if necessary, contact with the Customers takes place via other available means of communication.
  19. The use of the Portal is possible provided that the ICT system used by the Customer meets the following minimum technical requirements: a computer station connected to the Internet, equipped with the latest macOS, iPadOS, iOS, Android or Windows operating system and the Safari, Firefox, Chrome or Internet Explorer web browser, version from at least 2018 with the option to accept cookies.
  20. The Contractor bears full responsibility for the actions of each User in connection with access to the Portal, including the actions and abandonments of persons who log in to the Portal by providing the appropriate logins and passwords of the User. In this case, the contracts for the sale of Products concluded in connection with orders placed by Users are considered concluded on behalf of the Contractor and are binding on the Contractor.
  21. The User agrees to issue and send by electronic means, to the e-mail address indicated by him, an electronic image of settlement documents, in particular, such as invoices or revision of invoices with attachments and any other files resulting from concluded transactions.

 2. Orders

  1. Orders can be placed via the transaction form available on the Portal's website. Placing an order is treated as submitting a purchase offer by the Contractor.
  2. The Seller delivers the ordered Products in the territory of the Republic of Poland. Shipment of an order outside the territory of the Republic of Poland is possible only after prior confirmation of such a possibility with the Seller. The method of delivery and the cost of delivery are determined individually depending on the order and delivery address, subject to the provisions of §4 sec. 7.c.
  3. The condition for accepting the submitted purchase offer for execution is that the Customer provides all the information contained in the transaction form, in particular the company or business name, VAT identification number, registered office address, delivery address (if different from the registered office address), e-mail address and telephone number enabling verification of the customer and contact during the execution of the order.
  4. Clicking the "Order" button on the Portal's website is tantamount to submitting an offer to buy selected Products and is associated with the obligation to pay for these Products including delivery costs by Contractors. After clicking the "Order" button, the order cannot be combined with another order or changed in terms of its content without the prior consent of the Seller.
  5. All purchases made by the Portal are confirmed by the Seller by accepting the order by phone or by e-mail sent to the Customer. The Seller has the right to limit the method of payment or demand a prepayment, and the Customer is obliged to make a prepayment, even up to the full amount of the Product price, before starting proceeding the order.
  6. The parties are bound by the information contained on the Portal's website next to the Product added to the basket at the time of placing the order, in particular: its price, characteristics, features, elements included in the set, date and method of delivery and promotions to which it is subject. .
  7. The information on the Portal's website does not constitute an offer within the meaning of the Civil Code. By placing an order, the Buyer only submits an offer to buy a specific product. The conclusion of the sales agreement takes place upon confirmation of the order for execution by the Seller, in accordance with the provisions of §2 para. 5 of T&C.
  8. Consolidating, securing and making the content of the concluded sales agreement available to the Customer takes place by (i) making T&C available on the Portal's website and (ii) sending the Customer the e-mail message referred to in §2 sec. 5 of T&C. The content of the sales agreement is additionally recorded and secured in the Portal's IT system.
  9. The Distributor has the right to refuse to execute the Order without giving reasons.

 3. Payment

  1. The Buyer can choose from the following payment methods:
    1. by transfer - the Seller reserves the Product in the warehouse and sends it to the address indicated by the Customer or makes it available for self-collection at the Showroom, after the payment is credited to the bank account indicated for this purpose on the Portal's website or in an e-mail sent to the Customer,
    2. cash on delivery - payment is made in cash upon receipt of the parcel from the courier,
    3. in installments - payment is made in whole or in part from the funds from the loan granted by the financing party, which, at the Customer's choice, may be an entity indicated by the Customer or Santander Consumer Bank S.A. based in Wrocław, address: ul. Strzegomska 42c, 53-611 Wrocław, share capital PLN 520,000,000.00, (fully paid up), entered in the Register of Entrepreneurs of the National Court Register kept by the District Court for Wrocław-Fabryczna, 6th Commercial Division of the National Court Register under the number KRS 0000040562, VAT: 5272046102, REGON: 012736938,
    4. in the form of leasing - payment is made in whole or in part from the funds from the leasing agreement concluded between the Customer and the financing party, which, at the Customer's choice, may be an entity indicated by the Customer or a LEASELINK Sp. z o.o. company based in Warsaw, address : Warsaw, 03-840, ul. Grochowska 306/308 entered into the register of entrepreneurs kept by the District Court for the capital city of Warsaw, 12th Commercial Division of the National Court Register under the number 0000477046, with VAT: 5272698282, REGON: 146815482 with share capital of PLN 210,600.00 (fully paid up),
    5. electronic payments or by credit card - payment is made in whole or in part, as selected by the Customer, via one of the websites: Przelewy24.pl, PayU.pl, FirstData.com or imoje.pl. Depending on the Customer's choice, the process of electronic payments or payment cards may lead to:
      1. pl - PayPro SA with its registered office in Poznań, address: Poznań, ul. Kanclerska 15, 60-327, entered into the Register of Entrepreneurs of the National Court Register kept by the District Court Poznań Nowe Miasto and Wilda, 8th Commercial Division of the National Court Register under KRS number 0000347935, VAT number 7792369887, with share capital of PLN 4,500,000.00, fully paid and to the register of national payment institutions kept by the Polish Financial Supervision Authority under the number UKNF IP24 / 2014.
      2. com - the company First Data Polska SA with its registered office in Warsaw, address: Warsaw, Al. Jerozolimskie 92, 00-807, entered into the Register of Entrepreneurs of the National Court Register under the number: 0000061293, registration files kept by the District Court for the capital city of Warsaw in Warsaw, 12th Commercial Division of the National Court Register, share capital in the amount of PLN 120,150,500.00 , VAT: 5260210429, REGON: 012873434.
      3. pl - the company ING Bank Śląski SA. with headquarters in Katowice, address: Katowice, ul. Sokolska 34, 40-086, entered into the Register of Entrepreneurs in the District Court Katowice - Wschód, VIII Commercial Division of the National Court Register under KRS number 0000005459, share capital in the amount of PLN 130,100,000.00 paid up in full, VAT: 6340135475, REGON: 271514909.
    6. If the Customer chooses the option to use the Products without the need to purchase them (rental of the Products for a specified period), the Customer, before the Product is released by the Seller, concludes a separate agreement for financing the use of Products with WeSub SA, based in Warsaw, address: Warsaw , ul. Branickiego 17, postal code: 02-972, entered into the register of entrepreneurs of the National Court Register kept by the District Court in Warsaw, 13th Commercial Division of the National Court Register, under KRS number: 0000891739, REGON: 388564561 and NIP: 9512516964, share capital in the amount of 1,000 PLN 000.00.
    7. in cash or by credit card, if the order is collected personally by the Customer at the Showroom,
    8. otherwise, if so agreed by the parties.
  1. The condition for the release of the Product is payment for the Product and its delivery or conclusion of a agreement with one of the entities financing the purchase or rental.

 4. Delivery of Products

  1. The ordered Product, if it is in the warehouse of the Seller or its Suppliers, shall be shipped by the Seller via a reputable shipping company, including a parcel machine operator, or made available for collection by the Customer at the Showroom within the usual time limit of up to 5 working days, counting:
    1. from the day following the date of confirmation of the order by the Seller in the manner specified in § 2 sec. 5 of T&C - if the Customer selects the payment method on delivery,
    2. from the day following the payment of the Customer's payment to the Seller's bank account if the Customer selects the payment method by bank transfer or electronic transfer.
    3. the 5-day period referred to above may change if, at the time of order confirmation, there are no Products in stock or the order concerns Products manufactured for individual customers' orders.
  2. The Seller specifies the date of dispatch of Products or the date of receipt at the Showroom after the order is accepted for execution.
  3. If the Customer selects a personal collection at the Showroom, the Customer is obliged to collect the Order within three working days from the date of informing the Customer about the preparation of the Product for collection. If the Customer fails to collect the Product within the time limit specified in the preceding sentence, the Seller is entitled to cancel the order with a refund of the payment made and a handling fee of PLN 49.00 net. The Customer will be informed in the usual way about the Seller's decision to cancel the Order.
  4. The risk of accidental damage or loss of the Product passes from the Seller to the Buyer at the time of entrusting Products to the carrier that transports the goods of a given type or to a person or courier designated by the Customer.
  5. Before collecting Products from the courier, the Customer is obliged to check, if the packaging has not been damaged during transport. In particular, the Buyter shall pay attention to the condition of the packaging and security tapes stuck to the shipment in which the Product is located, under pain of losing the possibility of claiming visible damage.
  6. If the parcel is damaged, the Customer should refuse to accept the parcel, and then contact the Seller via e-mail or by phone to inform about the damage to the parcel.
  7. When executing Orders to the delivery address indicated by the Buyer, the Seller may add delivery costs according to the following rules:
    1. Delivery of an order within the territory of the Republic of Poland with a value not exceeding PLN 3,000.00 net - delivery cost up to PLN 30.00 net,
    2. Delivery of an order on the territory of the Republic of Poland with a value greater than PLN 3,000.00 net - the cost of delivery is included in the price of Products,
    3. Delivery of orders outside the territory of the Republic of Poland, regardless of the value of the order - the cost of delivery is determined individually for each order, and if there are no such arrangements, the delivery is made according to Incoterms 2000, Ex Works, Warsaw.

 5. Complaints

  1. The Seller provides customers with non-defective Products, the technical parameters of which have been specified for each of them. Technical parameters are defined by their producers.
  2. The terms and conditions of the Product warranty are defined by their producer.
  3. In the event of receiving a defective Product, the Customer should immediately notify the Seller about it. The defect should be reported by sending an e-mail to info@SolutionsBay.pl, by registered mail addressed to the Seller's seat or in person at the Showroom.
  4. When reporting a defect, the Customer is obliged to return the defective Product to the address of the Showroom or deliver the defective Product herself to the Showroom.
  5. The customer may not withdraw from the sales agreement, subject to the provisions of §6 below, if the defect is irrelevant and does not affect the proper use of the Product.
  6. The Seller will respond to the request to remove the defect reported by the Customer within 14 days of the request being made, with the proviso that the 14-day period is suspended until the Customer delivers the defective Product to the Seller.
  7. If the Customer's request to remove the defect is accepted, the costs related to the replacement or repair of the Product shall be borne by the Seller.
  8. Individual settings of the Customer's computer and monitor causing incorrect or distorted display of information about the Products (i.e.: colors) cannot be the basis for the complaint.

 6. Statutory rights

  1. The Seller shall be liable for defects in the goods sold (statutory rights) towards the Customers, subject to the provisions of § 6 section 8 of T&C, on the terms set out in Art. 556 of the Civil Code and subsequent.
  2. If the item sold has a defect, the Customer may (i) submit a statement requesting a price reduction or (ii) submit a statement of withdrawal from the sales agreement, unless the Seller immediately and without undue inconvenience to the Customer replaces the defective item with a defect-free one, or the defect will be removed.
  3. The Customer may not withdraw from the sales agreement if the defect is irrelevant.
  4. The Seller may refuse to satisfy the Customer's request if it is impossible to bring the defective item into conformity with the sales agreement in the manner chosen by the Buyer or would require excessive costs compared to another possible method of bringing the defective item into compliance with the sales agreement.
  5. The Customer who exercises the rights under the statutory law is obliged to deliver the defective item at his own expense to the address of the Showroom, and if, due to the type of item or the way it was installed, the delivery of the item by the Customer would be excessively difficult, the Customer is obliged to make the item available to the Seller at the place of installation.
  6. In the event of pursuing the rights in relation to the statutory law before a court or an arbitration court, deadline to be performed for exercising other rights due to the Customer in this respect shall be suspended until the final conclusion of the proceedings. The provisions of the preceding sentence also apply accordingly to mediation proceedings, and the deadlines for the exercise of other warranty or statutory rights due to the Client begins to run from the date of the court refusing to approve the settlement concluded before the mediator or the unsuccessful completion of the mediation.
  7. The Seller, if he is obliged to provide or provide financial services to the Customer, will perform them without undue delay, no later than the statutory deadline.
  8. In the case of Apple-branded Products, pursuant to Art. 558 and subsequent of the Civil Code, the Seller is liable under the statury rights if a physical defect is found within one year from the date of delivery of the Product to the Buyer, and in the case of Products other brands, the Seller's liability under the statutory rights is excluded.

 7. Complaints regarding the provision of electronic services

  1. The Seller shall take steps to ensure that the Portal is fully operational, to the extent that it results from the current technical knowledge and undertakes to remedy any irregularities reported by the Customers within a reasonable time.
  2. The Customer may notify the Seller of any irregularities or interruptions in the functioning of the Portal. Irregularities related to the functioning of the Portal should be reported by e-mail to the following address: info@SolutionsBay.pl.
  3. In a complaint regarding irregularities related to the functioning of the Portal, the User should indicate, inter alia, the type and date of the occurrence of the irregularity.
  4. The Seller undertakes to respond to the complaint immediately, not later than within 30 days from the date of its submission.

 8. Privacy protection, cookies

  1. By placing an order, the User consents to the processing of his personal data. The full text of the privacy policy is available at the Privacy Policy link.
  2. Information on the rules of using the cookie technology by the Seller can be found in the document "Privacy Policy", chapter 5.
  3. The User may also consent to receive advertising and promotional materials from the Seller, including a commercial newsletter (newsletter) and to transfer their personal data to the Seller's partners.
  4. The User may unsubscribe from the newsletter at any time by clicking on the unsubscribe link attached to each newsletter.

 9. Final provisions, entry into force and amendments to T&C.

  1. None of the provisions of T&C is intended to infringe the rights of the Buyer and may not be interpreted in this way. In the event of non-compliance of any part of T&C with generally applicable law, the Seller declares absolute compliance and application of this law in place of the contested provisions of T&C.
  2. The Seller reserves the right to introduce changes to T&C, which shall enter into force on the day of their publication on the Portal's website. Orders placed prior to the introduction of amendments to T&C shall be governed by the provisions of T&C in force on the date of placing the Order by the Contractor.
  3. All data on the prices of Products offered by the Distributor and their availability constitute the Distributor's confidential information. This confidential information is intended solely for the Dealer and solely for the purposes of the Dealer purchasing these Products. Disclosing to third parties the data available on the Portal, as well as their use or processing for purposes other than those related to the purchase of Products from the Distributor, will be treated as a major violation of the principles of cooperation between the parties.
  4. The Seller may deprive the Contractor (his Users) of the right to use the Portal, as well as limit his access to some or all of the Portal's resources, with immediate effect, in the event of a breach of T&C by the Contractor or the Users assigned to her, in particular when the Contractor (User):
    1. during registration on the Portal provided false, inaccurate or out-of-date data, misleading or infringing the rights of third parties,
    2. has infringed the personal rights of third parties via the Portal, in particular the personal rights of other customers of the Seller or the Seller himself,
    3. has not made any purchase from the Distributor during the 60 days,
    4. conducts business competitive to the Distributor,
    5. engage in other behaviors that will be considered by the Seller to be inconsistent with applicable law or general principles of using the Internet or detrimental to the Seller's good name, or
    6. violates the rules of using the Portal set out in T&C.
  5. In matters not covered by T&C, generally applicable provisions shall apply. Disputes, if the Customer expresses such a will, are resolved amicably, through mediation proceedings before the Provincial Inspectorate of Trade Inspection, arbitration proceedings at the Provincial Inspectorate of Trade Inspection, or through equivalent and lawful methods of pre-trial or out-of-court dispute resolution indicated or approved by The Customer. As a last resort, the case is settled by the court according to the address of the Showroom.
  6. If any doubts in meaning between Polish and English version, Polish version shall prevail.
  7. T&C shall enter into force on the date of publication on the Portal's website, i.e. on January 3, 2022.