B2B Terms & Conditions — KonnectaMED Sp. z o.o.
Commercial Wholesale Terms · Regulamin B2B · Polish Law & MDR 2017/745

B2B Terms & Conditions

General terms and conditions of sale governing professional procurement, intra-community supplies, cold chain logistics, and regulatory compliance for medical devices, cosmeceuticals, and advanced pharmaceuticals distributed by KonnectaMED Sp. z o.o.

Version: September 2026
Vendor: KonnectaMED Sp. z o.o.
Jurisdiction: Katowice, Poland (EU)
VAT: PL6292522428 · KRS 0001240623
B2B Only · No Consumers Strictly reserved for verified clinics, doctors, pharmacies, and wholesale buyers.
0% Reverse Charge VAT Exempt intra-community supply (WDT) for verified EU VIES corporate numbers.
MDR 2017/745 Vigilance Unbroken batch traceability from certified laboratories to registered clinicians.
01

Vendor Identification and Corporate Register

These General Terms and Conditions of Wholesale Supply (referred to as the "Terms", "Agreement", or "Regulamin B2B") are established by the vendor entity:

KonnectaMED Spółka z ograniczoną odpowiedzialnością Registered Office: ul. Kasprzaka 70/10, 41-303 Dąbrowa Górnicza, Poland
Entered into the National Court Register (KRS) maintained by the District Court Katowice-Wschód in Katowice, VIII Commercial Division of the National Court Register, under number KRS 0001240623
NIP (Tax Identification Number): 629-252-24-28 · REGON: 544705452
EU VAT Identification Number: PL6292522428 (Active Intra-Community VIES status)
Share Capital (Kapitał zakładowy): 5,000.00 PLN (fully paid up)
Commercial Desk: info@konnectamed.eu · Orders & Logistics: orders@konnectamed.eu

These Terms are formulated in compliance with Article 8 of the Polish Act on Providing Services by Electronic Means of 18 July 2002 (Dz.U. 2002 nr 144 poz. 1204 as amended) and the Polish Civil Code (Kodeks Cywilny).

02

Exclusive B2B Scope & Exclusion of Consumer Rights

KonnectaMED operates exclusively as an institutional business-to-business (B2B) distribution network. We do not engage in retail trade or consumer transactions.

EXPRESS EXCLUSION OF CONSUMER WITHDRAWAL RIGHTS: By submitting an account application, requesting a commercial proforma, or executing an order on konnectamed.eu or shop.konnectamed.eu, the Buyer explicitly declares and warrants that it is an entrepreneur (przedsiębiorca) acting solely within the scope of its commercial, clinical, or professional activity.

The statutory 14-day unconditional right of withdrawal applicable to consumers under the Polish Consumer Rights Act of 30 May 2014 (Ustawa o prawach konsumenta) and EU Directive 2011/83/EU DOES NOT APPLY to any transactions governed by these Terms.

03

Professional Eligibility & Medical Device Restrictions

Our portfolio encompasses Class IIa, IIb, and Class III medical devices (such as cross-linked hyaluronic acid dermal fillers, resorbable biostimulators, mesotherapy complexes, medical cannulas, and surgical needles) regulated by Regulation (EU) 2017/745 (MDR), as well as professional cosmeceuticals and pharmaceuticals:

  • Qualified Buyer Status: The purchase of injectable medical devices is restricted exclusively to certified physicians, dermatologists, plastic surgeons, licensed clinics, registered healthcare entities, or authorized pharmaceutical distributors.
  • Proof of Medical Accreditation: KonnectaMED reserves the absolute right to request proof of medical practicing licenses, clinic registration certificates, or pharmaceutical wholesale authorizations prior to order release.
  • Professional Use Only: The Buyer covenants that all medical devices procured through KonnectaMED shall only be stored, administered, or dispensed by duly licensed professionals in full compliance with the manufacturer's Instructions for Use (IFU) and local national health legislation.
  • Indemnification: The Buyer shall defend, indemnify, and hold harmless KonnectaMED Sp. z o.o. against any third-party claims, patient injuries, fines, or regulatory sanctions resulting from the unauthorized, negligent, or off-label administration of products.
04

B2B User Account Registration & Gated Catalog

Wholesale pricing lists, batch allocations, and ordering functionalities are gated behind verified user accounts:

  • Registration Application: Prospective clients must submit corporate data, Tax ID (NIP/VAT), physical clinic/practice address, and valid professional credentials.
  • Verification & VIES Screening: Accounts undergo verification by our compliance team. KonnectaMED reserves the discretion to reject applications that do not meet professional B2B verification criteria.
  • Credential Confidentiality: The Buyer is responsible for maintaining the confidentiality of its login credentials. Any orders executed under verified credentials shall be deemed authorized and binding on the Buyer.
05

Pricing, Currency & 0% Intra-Community VAT Treatment

All quotes and catalog prices are expressed in Euros (EUR) net of value-added tax (VAT), shipping costs, and customs duties unless explicitly stated otherwise:

  • Intra-Community Supply of Goods (WDT / 0% VAT): For cross-border wholesale deliveries dispatched from our Polish fulfillment terminal to corporate clients located in other European Union Member States, the 0% VAT rate (Reverse Charge) applies pursuant to Article 138 of Council Directive 2006/112/EC and Article 42 of the Polish VAT Act (Ustawa o podatku od towarów i usług).
  • Mandatory VIES Validation: To benefit from the 0% intra-community rate, the Buyer must supply a valid, active EU VAT number registered in the European Commission's VIES system. If the Buyer's VAT number is invalid or inactive at the time of invoicing, statutory Polish VAT (23%) must be charged.
  • Domestic Deliveries (Poland): Orders delivered within the territory of Poland are subject to statutory Polish VAT (23% or applicable reduced medical rate).
  • Export Outside the EU: Deliveries to third countries (e.g., Switzerland, UK, Norway) are exempt from EU VAT subject to official customs export clearance proof (IE-599). Local import taxes, customs brokerage, and duties are the exclusive liability of the Buyer.
06

Orders, Quotations & Contract Formation

The commercial procurement process is structured as follows:

  • Invitations to Treat: Catalogs, product listings, and digital price sheets on konnectamed.eu do not constitute a binding legal offer within the meaning of Article 66 of the Polish Civil Code, but an invitation to submit procurement offers.
  • Order Submission: Orders placed via the B2B portal, email, or formal purchase order constitute a binding commercial offer by the Buyer to purchase the indicated items.
  • Contract Conclusion: A binding contract of wholesale sale is formed only when KonnectaMED issues a written Order Confirmation, delivers a formal proforma invoice, or dispatches the consignment with a warehouse picking notice.
  • MOQ & Package Increments: Products must be ordered in full original laboratory packaging units (boxes/trays) and in observance of any applicable Minimum Order Quantities (MOQ).
07

Payment Terms & Retention of Title

Payment mechanisms and title ownership are regulated strictly:

  • Payment Modalities: Standard payment is executed via corporate bank wire transfer (SEPA / SWIFT) in EUR to KonnectaMED's designated bank account indicated on the invoice. Approved clients may access credit terms or authenticated online clearing gateways.
  • Advance Payment (Default): Unless institutional credit terms have been explicitly granted in writing, orders are released for picking and courier dispatch only after full funds have cleared on KonnectaMED's account.
  • Retention of Title (Zastrzeżenie własności): In accordance with Article 589 of the Polish Civil Code, KonnectaMED retains absolute legal and beneficial title to all delivered products until the Buyer has remitted full payment of all sums due under the corresponding commercial invoice.
  • Late Payment Consequences: In case of overdue payments, KonnectaMED shall be entitled to statutory interest in commercial transactions (odsetki ustawowe za opóźnienia w transakcjach handlowych) under the Polish Act on Counteracting Excessive Delays in Commercial Transactions, along with statutory debt recovery costs (EUR 40/70/100 equivalent).
08

Cold Chain Protocol & Temperature-Controlled Logistics

Certain aesthetic injectables, regenerative active complexes, and biopharmaceuticals require strictly controlled thermal environments (2–8°C or 15–25°C):

  • GDP Compliance: Shipments are prepared within our temperature-controlled facility in Poland and dispatched via specialized, GDP-compliant express medical freight carriers.
  • Thermal Packaging: Temperature-sensitive consignments are protected by certified isothermal containers, high-density phase change materials (PCM), or specialized medical cool packs designed to sustain the required thermal profile throughout the 24–48 hour European transit window.
  • Temperature Monitoring: Consignments are equipped with irreversible temperature threshold indicator tags or digital data loggers verifying continuous thermal integrity from warehouse release to handover.
09

Delivery, Incoterms & Inspection Protocol

Deliveries are governed by standard international commercial terms (Incoterms 2020):

  • Standard Incoterm: Shipments are delivered CPT (Carriage Paid To) or DAP (Delivered at Place) to the Buyer's registered address, with freight charges specified on the quotation or invoice.
  • Mandatory Visual Inspection: Immediately upon delivery by the carrier, the Buyer must examine the external condition of the parcel, tamper-evident tapes, and temperature indicator tags.
  • Protocol for Damaged Shipments: If the packaging is torn, punctured, crushed, or if a temperature indicator shows a threshold breach, the Buyer MUST demand that the courier record a formal damage protocol (protokół szkody) and endorse the consignment note (CMR/waybill) with specific reservations prior to signing.
  • 24-Hour Notice Window: The Buyer must report any shipment damage, shortage, or thermal anomaly to KonnectaMED in writing (orders@konnectamed.eu) within 24 hours of physical delivery, accompanied by photographs of the parcel, courier CMR note, and affected batch numbers. Failure to record reservations with the courier within 24 hours extinguishes carrier defect claims.
10

Medical Device Vigilance, Traceability & Batch Recalls

In full accordance with European Medical Device Regulation (EU) 2017/745 (MDR) Article 25 and CPNP requirements:

  • Downstream Traceability: The Buyer is legally obliged to maintain internal operational records of the recipient clinics, practitioners, or patients to whom specific medical device batch/lot numbers were administered or transferred, for a minimum duration of 10 years (or 15 years for implantables).
  • Mandatory Recall Cooperation: In the event of a Field Safety Notice (FSN), Field Safety Corrective Action (FSCA), or batch quarantine initiated by the manufacturer or European health authorities (URPL, AIFA, ANSM, BfArM), the Buyer must immediately quarantine affected stock and assist KonnectaMED in executing recall procedures.
  • Vigilance Reporting: Any serious clinical incident or unexpected adverse reaction involving a medical device must be notified to KonnectaMED's vigilance desk (compliance@konnectamed.eu) without delay.
11

Defect Liability, Statutory Warranty Exclusion & Claims

Liability for product defects is regulated as follows:

  • Exclusion of Statutory Warranty (Rękojmia): Pursuant to Article 558 § 1 of the Polish Civil Code, statutory warranty liability for physical and legal defects (rękojmia za wady) is fully excluded between commercial parties, and is substituted exclusively by the complaint procedure established herein.
  • Manufacturer Warranty: Products are covered by the original laboratory manufacturer's quality warranty ensuring conformity with CE certificates, sterility specifications, and CPNP notifications at the time of delivery.
  • Latent Defect Reporting: Latent manufacturing defects not discoverable upon delivery inspection must be notified in writing within 5 business days of discovery, together with laboratory batch numbers, high-resolution photographs, and a detailed clinical defect report.
  • Remedy: For verified manufacturing defects confirmed by the laboratory, KonnectaMED's liability is strictly limited, at our discretion, to replacing the defective unit with conforming product or issuing a commercial credit note.
12

Returns Restrictions & Sterile Barrier Integrity

Due to strict European medical safety, sterile barrier integrity, and pharmaceutical storage standards:

NO DISCRETIONARY RETURNS OF STERILE MEDICAL PRODUCTS: Goods delivered in conformity with an accepted order CANNOT be returned for commercial discretion, excess inventory, or changing clinical preferences.

Once a product leaves our bonded temperature-controlled facility, its chain of custody is broken. In accordance with European health safety rules, medical devices with opened or tampered blister packs, broke sterile seals, or interrupted cold-chain logs cannot be restocked or resold under any circumstances.

13

Limitation of Liability & Force Majeure

To the maximum extent permissible under the mandatory provisions of Polish law:

  • Liability Cap: The aggregate financial liability of KonnectaMED Sp. z o.o. arising out of or related to any order, whether in contract, tort, or otherwise, shall be strictly capped at the net invoice amount actually paid by the Buyer for the specific product consignment giving rise to the claim.
  • Exclusion of Indirect Damages: KonnectaMED shall under no circumstances be liable for indirect, incidental, punitive, or consequential damages, including loss of clinical profits, reputational harm, operational downtime, or third-party patient claims.
  • Force Majeure: Neither party shall be liable for failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, war, customs border blockades, regulatory import suspensions, pandemic transport embargos, or national grid outages.
  • Mandatory Statutory Limits: Nothing in these Terms shall limit or exclude liability for intentional misconduct (wina umyślna) or bodily injury, where such limitation is prohibited by Article 473 § 2 of the Polish Civil Code.
14

Governing Law, Jurisdiction & Final Provisions

Legal jurisdiction and contract interpretation are governed by Polish commercial law:

  • Governing Law: All agreements, quotations, orders, and disputes between the parties shall be exclusively governed by and construed in accordance with the substantive laws of the Republic of Poland.
  • Exclusion of UN CISG: The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG / Vienna Convention 1980) is expressly and entirely excluded.
  • Exclusive Court Jurisdiction: Any dispute, controversy, or claim arising out of or in connection with these Terms or the breach, termination, or invalidity thereof shall be submitted to the exclusive jurisdiction of the Polish common court having territorial and subject-matter jurisdiction over the registered seat of KonnectaMED Sp. z o.o. (competent court in Katowice, Poland).
  • Severability: If any provision of these Terms is determined to be invalid, unlawful, or unenforceable, the remaining provisions shall continue in full legal force and effect.
  • Language: The English language version of these Terms represents the authentic and governing commercial instrument between the parties.