B2B Customer Terms and Conditions

Preamble

These Terms and Conditions set out the rules and requirements governing the purchase of goods or use of related services listed by Suppliers on the online platform located at www.bflex.io (hereinafter, the “Website” or “Platform”), which is operated by FlexThis IKE (hereinafter referred to as “FlexThis” or the “Company”), VAT No. 802391110.

The products available for sale through the Platform are not owned by FlexThis, unless expressly stated otherwise on the relevant product page. They are offered and sold directly by independent Suppliers contracted with FlexThis who choose to list their products on the Platform.

FlexThis acts solely as an intermediary between the Supplier and the Business Customer. The sales contract is concluded directly between the Supplier and the Business Customer. FlexThis bears no responsibility or liability for the products, except for its own obligations as operator of the Platform and payment intermediary.

These Terms apply exclusively to approved Business Customers purchasing products for purposes relating to their trade, business or professional activity. They do not apply to consumers.

Article 1: Order Placement and Acceptance

Placing an order and successfully completing the payment constitutes a binding offer by the Business Customer to purchase the product under the conditions displayed at the time of ordering.

Before submitting the order, the Business Customer is responsible for checking:

• The product, model and specifications;
• The quantity and price;
• The delivery method and delivery location;
• The applicable warranty;
• The available product documentation; and
• Any additional costs or product-specific conditions.

The Supplier must accept or reject the order within seventy-two (72) hours. The purchase agreement is concluded when the Supplier accepts the order.

If the Supplier rejects the order or does not accept it within seventy-two (72) hours, the order will be cancelled and any amount paid by the Business Customer will be refunded without undue delay.

The product page, checkout information and any applicable Supplier-specific conditions form part of the purchase agreement.

Article 2: Prices and Payment

The product price, applicable VAT, delivery costs and any other charges will be displayed on the product page or at checkout before the order is placed.

Payment must be made to FlexThis using the payment method stated at checkout. FlexThis collects the payment on behalf of the Supplier.

For cross-border orders, the Business Customer must provide a valid VAT number where required. Unless expressly included in the order confirmation, the Business Customer is responsible for applicable import duties, customs charges, registration costs, insurance, local taxes and other charges in the destination country.

Article 3: Order Cancellation

The Business Customer may not cancel or withdraw an order after it has been submitted unless the Supplier expressly agrees in writing.

Where the Supplier agrees to a cancellation, the Supplier may deduct reasonable costs already incurred in connection with the order, including product preparation, assembly, registration, documentation, packaging, transportation and third-party costs.

Customised, specially ordered, imported, registered or otherwise prepared products cannot be cancelled unless the Supplier expressly agrees otherwise.

The Supplier may cancel all or part of an order where fulfilment becomes impossible due to product unavailability, a material pricing or product error, legal restrictions, force majeure or another justified reason beyond the Supplier’s reasonable control.

Where the Supplier cancels an order for a reason not caused by the Business Customer, all amounts paid for the undelivered products will be refunded without undue delay.

Article 4: Shipping, Delivery and Transfer of Risk

The applicable delivery method, delivery cost and agreed delivery point will be stated on the product page, at checkout or in the order confirmation.

Depending on the order, the agreed delivery point may be:

• The Business Customer’s address;
• The Supplier’s premises;
• A transport company;
• A logistics depot;
• A warehouse;
• A collection point; or
• Another agreed location.

Delivery is completed when the product is handed over and accepted at the agreed delivery point.

Where the Supplier has agreed to deliver to the Business Customer’s address, delivery is completed when the product is accepted at that address.

Where the Supplier has agreed to deliver to a transport company, logistics depot, warehouse or collection point selected or accepted by the Business Customer, delivery to that location constitutes delivery to the Business Customer.

Where the Business Customer arranges collection, delivery is completed when the product is handed over to the Business Customer or to the carrier appointed by the Business Customer.

Risk of loss, theft or damage passes to the Business Customer when delivery is completed at the agreed delivery point.

Any further transportation after delivery at the agreed delivery point is at the Business Customer’s risk and cost, unless otherwise agreed in writing.

A signed delivery protocol, delivery note, consignment note, carrier confirmation or equivalent document constitutes evidence that delivery has been completed.

Ownership of the product passes to the Business Customer only after full payment has been received and delivery has been completed.

Delivery times are estimates unless expressly confirmed as binding in the order confirmation. Delivery may be delayed due to product availability, customs procedures, adverse weather, strikes, transport disruption or other circumstances beyond the Supplier’s reasonable control.

The applicable invoice or sales document will be included with the product or sent electronically.

Article 5: Inspection, Damage and Defects

The Business Customer must inspect the product, packaging, quantity and accompanying documents upon delivery.

Any visible damage, shortage, incorrect product or other visible discrepancy must be:

• Recorded on the delivery protocol or transport document, where reasonably possible;
• Supported by clear photographs or video; and
• Reported promptly to the Supplier and FlexThis.

A delivery protocol signed without reservations creates a presumption that the correct product and quantity were delivered without visible external damage.

Signing the delivery protocol without reservations does not prevent the Business Customer from reporting a concealed or functional defect that could not reasonably have been identified at the time of delivery.

Any complaint must include sufficient supporting information, including where applicable:

• The order number;
• The product model and serial number;
• A description of the issue;
• Photographs or video;
• The delivery protocol; and
• Any relevant technical, transport or official documentation.

The Supplier must be given a reasonable opportunity to review the complaint, inspect the product where necessary and propose a solution.

FlexThis may assist with communication between the Business Customer and the Supplier.

Where a refund is due under these Terms or has been accepted by the Supplier, and FlexThis has not yet paid the Supplier, FlexThis will refund the Business Customer through the original payment method.

Where FlexThis has already paid the Supplier, the Supplier is responsible for refunding the Business Customer without undue delay, unless FlexThis instructs the Supplier to reimburse FlexThis so that FlexThis can process the refund through the original payment method.

Article 6: Returns and Refunds

As this is a B2B transaction, the Business Customer has no general right of withdrawal or return because it has changed its mind or no longer requires the product.

A return will only be accepted where:

• The Supplier agrees in writing;
• An incorrect product was delivered;
• The product was damaged before risk passed to the Business Customer;
• A valid defect or warranty claim applies;
• The product cannot lawfully be registered or used under Article 8; or
• A return right was expressly included in the product listing, quotation or order confirmation.

The Business Customer may not return a product without prior written return instructions from the Supplier or FlexThis.

Where a return results from an incorrect product, a defect for which the Supplier is responsible or another Supplier error, the Supplier will bear the reasonable replacement and return shipping costs.

Where a return is accepted for another reason, the return costs and any reasonable reduction for damage or loss of value may be charged to the Business Customer.

Where FlexThis processes a refund, the refund will be made through the original payment method.

Article 7: Warranty and After-Sales Support

The warranty applicable to each product is the warranty offered by the relevant Supplier or manufacturer and described in the product listing, quotation, warranty document or order confirmation.

Warranty duration, covered components, exclusions, repair procedures, transport costs and available remedies may differ between products and Suppliers.

The Business Customer is responsible for reviewing the applicable warranty before submitting the order.

FlexThis does not independently provide, extend or replace any Supplier or manufacturer warranty.

The Supplier is responsible for fulfilling the applicable warranty and providing the relevant after-sales support.

FlexThis may assist with communication between the Business Customer and the Supplier but is not responsible for inspecting, diagnosing, repairing or replacing the product.

Article 8: Product Compliance, Documentation and Destination-Country Legality

The Supplier is responsible for ensuring that the product corresponds to the specifications shown on the product page and for providing the applicable product and compliance documents.

The Business Customer must provide the correct country in which the vehicle will be registered or used.

Where a vehicle is sold as suitable for registration or lawful road use in that country, the Supplier must ensure that the vehicle and its documentation meet the applicable requirements.

The Business Customer remains responsible for completing the registration process, paying any applicable taxes or registration costs, obtaining insurance and complying with local usage requirements.

If the vehicle cannot be registered or lawfully used because of the vehicle, its specifications or missing or incorrect Supplier documentation, the Business Customer must provide reasonable evidence to the Supplier and FlexThis.

The Supplier must be given ten (10) business days to resolve the issue by providing corrected documents, correcting the vehicle, replacing it or proposing another reasonable solution.

If the issue cannot be resolved, the Business Customer may return the vehicle and receive a refund of the purchase price, refundable VAT, the original delivery cost and the reasonable return transportation cost.

This right does not apply where the issue results from incorrect information provided by the Business Customer, use or registration in a different country, failure to complete the required registration process, unpaid taxes or insurance, modification of the vehicle or a change in legislation after the order was placed.

Article 9: Responsibility and Liability

The Supplier is responsible for:

• The quality, safety and condition of its products;
• The accuracy of product descriptions, specifications, prices and availability;
• Product legality, conformity and applicable documentation;
• Delivery until the agreed delivery point;
• Warranty and after-sales support; and
• Issuing the applicable invoice or tax document.

FlexThis acts solely as an intermediary between the Supplier and the Business Customer. FlexThis does not manufacture, own or supply the products, unless expressly stated otherwise on the relevant product page.

FlexThis is not responsible for the Supplier’s products or for the Supplier’s failure to fulfil its obligations, including obligations relating to delivery, conformity, documentation, warranty or after-sales support.

FlexThis may assist the Supplier and Business Customer in resolving complaints or disputes but is not responsible for making technical, regulatory or legal determinations.

Nothing in these Terms excludes or limits FlexThis’s liability for its own actions or for any liability that cannot legally be excluded.

Article 10: Personal Data

FlexThis and the Supplier may process personal data where necessary to:

• Process and fulfil the order;
• Arrange delivery;
• Process payments and refunds;
• Prevent fraud;
• Maintain transaction records;
• Handle complaints and warranty claims; and
• Comply with legal, tax and regulatory obligations.

FlexThis and the Supplier may each act as independent data controllers for the personal data they process for their respective purposes.

Further information about the processing of personal data is available in the applicable Privacy Policy.

Acceptance of these Terms does not constitute consent to receive marketing communications.

Any consent to receive marketing communications must be requested separately. The recipient may withdraw consent or object to direct marketing at any time.

Article 11: Amendments

FlexThis may amend these Terms from time to time.

Any amendment applies only to orders submitted after the amended version becomes effective.

Each order remains governed by the version of the Terms accepted by the Business Customer when the order was submitted.

FlexThis may retain electronic evidence of acceptance, including the applicable version of the Terms, the date and time of acceptance, the Business Customer’s account and the order number.

Article 12: Final Provisions

Failure by FlexThis, the Supplier or the Business Customer to enforce any right under these Terms does not constitute a waiver of that right.

If any provision of these Terms is found to be unlawful, invalid or unenforceable, the remaining provisions will remain in full force.

These Terms and each order placed through the Platform are governed by Greek law.

The United Nations Convention on Contracts for the International Sale of Goods does not apply unless expressly agreed otherwise in the order confirmation.

Any dispute arising from these Terms or an order placed through the Platform falls under the exclusive jurisdiction of the competent courts of Athens, Greece.

For questions concerning these Terms or an order, please contact info@bflex.io.