GENERAL TERMS AND CONDITIONS OF THE NEXT BASKET E-COMMERCE PLATFORM

These General Terms and Conditions are intended to regulate the relationship between NEXT BASKET and its counterparties, called “Partner(s)/Business User(s)” when using the services provided by NEXT BASKET (called “NB”,”The Platform”, “We”, “Us”).

“Next Basket Trading” EOOD

UIC: 206876543

Headquarters and management address: City of Sofia 1000, 55 Aleksandar Stamboliyski Blvd., floor 6

Email: office@nextbasket.com

The General Terms and Conditions constitute a legally binding Agreement between NEXT BASKET and the respective Partner/Business User(collectively referred to as the “Parties”), the acceptance and observance of which is a mandatory condition for the use of the services provided by the Platform.

I. DEFINITIONS

  1. The following terms shall be used in these General Terms and Conditions with the following meaning:

“NB/Platform” stands for a unique 360-degree online e-commerce technology of the latest generation, consisting of integrated modules that cover all processes in a modern online store. 

“Partner/Business User” stands for any person acting in a commercial or professional capacity, or any legal person or individual using the services of NEXT BASKET to offer consumers goods or services related to their own business through an online store set up by NEXT BASKET and managed by the Partner/Business User or by NEXT BASKET according to the agreement between the parties.

“End customer” is an individual or a merchant, who is an end user of the online store and makes purchases from it

“Online store” means an organized remote e-commerce system with a web address.

“Contract” means the agreement between NB and the said Partner/Business User, which established and settles the relationship in connection with the creation of online store(s) in the Platform and their management.

“Fulfilment” means a specialized software for warehousing services. 

“Warehouse” means a storage facility offering specialized services for storing and picking (collecting) products for the execution of online orders.

“Material(s)” means trademarks, copyrighted content, all products sold through the Platform (including their description and price), as well as any photos, videos, graphics, audio files, information or other data provided to NB by the Partner/Business User.

“Courier/Supplier” means a trader who physically delivers the purchased goods to an address specified by the end customer and works in accordance with the requirements of the Postal Services Act.

“Product/Product” means any item offered by the Partner/Business User through the Platform.

“Durable medium” means any instrument enabling the user or trader (in whichever capacity both the Partner/Business User and the Platform act) to store information sent to them personally in a way that allows it to be used for a period consistent with the purposes for which it is used, as well as the identical reproduction of the stored information;

“Services” are all additional activities that are not part of the software capabilities of the Platform, but are performed by employees or subcontractors of NEXT BASKET.

“Functionalities” are all functions of the Platform that are part of its software code.

“Module” is a functionality designed as a stand-alone option priced just for it

“Integrations” are the links of the platform to external services and software.

II. TERMS FOR REGISTRATION IN THE PLATFORM

II.1.For the purposes of accessing and using the services, the Partner/Business User should create an account. In order to finalize the registration the Partner/Business User should provide the following information:

II.1.1. full name of the company/all names as per the identity document of the person managing the company;

II.1.2. address;

II.1.3. phone number;

II.1.4. valid email address;

II.1.5. any other information required by the platform for the purpose of providing the services therein.

II.2. The Partner/Business User must meet the following requirements if they wish to register to use the NB services:

II.2.1. They shall be conscientious in their actions and they shall use the Platform for e-commerce only;

II.2.2. They shall be a Partner/Business user of the services of the Platform;

II.2.3. They shall act as a representative of a company, which may assume rights and obligations on behalf of and for the account of the legal entity it represents;

II.2.4. They shall not be a consumer in terms of the Consumer Protection Act (CPA);

II.2.5. They shall provide true, accurate, complete and up-to-date information;

II.2.6. In case they are a natural person, they shall be at least 18 years old as of the date of registration in the Platform. 

II.3. Registration in the Platform is mandatory in order to use the services provided by NB. Upon registration, the Partner/Business User is required to agree to these General Terms and Conditions. Prior to completing the registration, the Partner/Business User declares and confirms their role as a Partner, and that they shall use the Platform for business purposes only. The Partner/Business User also declares that they meet the requirements for permitted use of the Platform set out in these General Terms and Conditions and that they will do everything necessary to comply with them.

II.4. Upon registration, the Partner/Business User undertakes to provide accurate and up-to-date data, as well as to update them in a timely manner in case of changes.

II.5. Verification is an important part of the registration process in the Platform. It consists of due diligence by NB on the current status and status of legal entities, the representative power of individuals authorized to represent legal entities – traders, as well as the identity of individuals representing legal entities and Partners/Business Users. Verification may involve telephone calls, sending documents and/or emails/text messages. Upon successful verification, the user profile is activated.

II.6. By accepting these General Terms and Conditions, each Partner/Business User agrees that the email provided during registration in the Platform will be used by NB as the main method of communication with the Partner, which method of communication is a durable medium. All communication between the Platform and the Partner/Business User shall be via the email address provided.

II.7. Each Partner/Business User is responsible for maintaining the security of their password for access to the Platform. NB is not responsible in case of losses or damages to the Partner/Business User, resulting from their inability to maintain the security of the account and/or password to access the Platform. 

II.8. Ownership:

II.8.1. The Partner/Business User is responsible for ensuring that the name of the online store owner (including their legal name, if applicable) is clearly visible on the online store website.

II.8.2. The owner of the online store, in its visual part (front-end design), incl. the products sold in it, is solely the Partner/Business User.

II.8.3. The owner of all software, incl. the code, functionalities and integrations (front-end and back-end software, administration, ERP system, fulfilment software and other programs) is NEXT BASKET.

II.8.4. If a natural person registers in the Platform on behalf of their employer, the latter will be the owner of the online store pursuant to item 2.8.2. In this case, the registration should be provided with a business email, as well as evidence that the person creating the account is an authorized person, who can represent their employer and legally bind them to these General Terms.

II.8.5. The online store in NEXT BASKET can only be owned by one natural or legal person. On the other hand, one person can have multiple online stores in NEXT BASKET. 

II.9. In case of a dispute regarding the ownership of an account, NB has the right to request the necessary documentation and/or evidence in order to determine or confirm the ownership of the account. In this case NB has the right to request the following documents and evidence from the Partner/Business User:

II.9.1. current status of the company;

II.9.2. identity document of the natural person;

II.9.3. confirmation of the status of an employee of the company, owner of the account;

II.9.4. power of attorney for representative authority;

II.9.5. any other document, evidence or information necessary to identify the person.

II.10. NEXT BASKET reserves the right to determine solely who the beneficial owner of the account is and, if necessary, to grant them access to the account. In case of impossibility to identify the beneficial owner, NB has the right to temporarily suspend the account until the dispute between the parties is resolved.

II.11. By accepting these General Terms and Conditions the Partners/Business Users declare that they are familiar with and agree that their materials in the sense of the Definitions specified in Section I may be:

a) transferred unencrypted over different networks;

b) modified in order to adapt them to the technical requirements of interconnecting networks or devices.

In this Article, “materials” is used in the sense of: trademarks, copyrighted content, all products sold through the Platform (including description and price), as well as any photos, videos, graphics, audio files, information or other data provided by the Partners.

II.12. Domain name – when purchasing a domain name through the Platform, its registration is automatically renewed every year, provided that NEXT BASKET account remains active. By accepting these General Terms and Conditions, the Partner/Business User agrees that if they do not wish to renew the domain name, they shall notify NEXT BASKET at the email address specified in the Agreement.

II.13. The Partner/Business user is obliged to pay for the domain regularly, otherwise they risk suspending the access to it.

III. PERMITTED USE OF THE PLATFORM

III.1. To register in the Platform and use its services, the Partner/Business User guarantees that they will not:

III.1.1. create misleading information about their activity or the goods offered to the end customer;

III.1.2. violate their obligations arising from these General Terms and Conditions, a separate Agreement with NB or an explicit legal obligation;

III.1.3. provide false information regarding their identity, representative authority, or affiliation with third parties;

III.1.4. commit illegal or criminal acts (or assist or encourage third parties to commit such acts);

III.1.5. sell counterfeit goods or such infringing the intellectual or industrial property rights of third parties;

III.1.6. sell goods that are prohibited for sale according to the applicable legislation, cannot be sold remotely, over the internet or are subject to a special control regime;

III.1.7. publish, distribute or make available in any way data, messages, text, computer files, or other materials that contradict Bulgarian legislation and EU law, applicable foreign regulations, these General Terms, Internet ethics or good morals and violate the rights of third parties, such as trade, business, personal secrets or other confidential information;

III.1.8. publish, distribute or provide in any way software or other computer files that contain viruses or other risky programs or their components;

III.1.9. publish, distribute or provide in any way pornographic and illegal materials, as well as data, messages, text, computer files or other material that threatens human life and physical integrity, promotes discrimination, preaches fascist, racist or other undemocratic ideology, the content of which violates human rights or freedoms in accordance with the Constitution and laws of the Republic of Bulgaria or international acts calling for a forced change of the constitutional order, to commit a crime, etc.;

III.1.10. use the Platform to send unsolicited commercial messages (spam).

III.2. Partners/Business Users may not reproduce, duplicate, copy, sell, resell or exploit in any other way any service or parts of a service offered by the Platform. This is possible only if the Platform gives the explicit written permission to the Partner/Business User to perform such actions.

III.3. By accepting these General Terms and Conditions, the Partners/Business Users undertake not to circumvent in any way the technical limitations of the offered services, including by using any tools for activating functionalities that are not otherwise part of the service provided to the Partner/Business user.

III.4. The Partner/Business User is obliged to provide by themselves all licenses, permits and registrations for the lawful sale of the products they offer in their Online Store.

III.5. The Partner is obliged to introduce and maintain reasonable security measures regarding the data for access to the Platform, so as to prevent the risk of unauthorized access to the same;

III.6. NEXT BASKET does not pre-check the materials provided by the Partners/Business Users. NB reserves the right to unilaterally refuse publication or to remove already published materials, including in cases where the offered products/goods are in violation of these General Terms and Conditions or are contrary to morals and good manners.

III.7. NEXT BASKET reserves the right to provide its services to businesses that are in a competitive environment and has no obligation of exclusivity to any of the Partners/Business Users.

III.8. NEXT BASKET has the right to change the provided additional services, applications, integrations, and their functionalities, to suspend their provision, generally or only in certain countries. 

III.9. NEXT BASKET reserves the right to restrict access, block and delete registrations in case there is evidence or suspicion that a Partner/Business User violates these Terms and Conditions, uses the Platform for other purposes or engages in illegal activities through it.

III.10. At any time after activating the registration of the Partner/Business User in the course of using the NB Platform has the right to require the Partner/Business User to identify themselves and certify the accuracy of each of the circumstances and data announced during registration in order to check whether they continue to meet all the conditions for use of the Platform according to these General Terms and Conditions.

III.11. When NB decides to restrict or suspend access to their services, they send the Partner/Business User a brief statement of its reasons for this decision on a durable medium, including by e-mail, before the restriction or suspension takes effect or the moment it gives rise to an action.

III.12. When NB decides to terminate access to their services, they send to the Partner/Business User a brief statement of reasons for this decision on a durable medium at least 30 days before the termination takes effect. 

III.13. This term does not apply if NB is bound by a legal or regulatory obligation to terminate access to the services; exercises the right of termination by virtue of imperative considerations under Bulgarian law, which are in accordance with EU law; or if they can prove that the Partner/Business User has repeatedly violated these General Terms and Conditions.

III.14. NB cooperates with the Partner/Business User to overcome the violation and takes action against it depending on the seriousness of the violation and the follow-up actions of the Partner/Business User. 

III.15. In case of restriction, suspension or termination of access to NB’s services, the Platform provides an opportunity for the Partner/Business User to object and clarify the facts related to the violation within NB’s internal procedure for reviewing customer complaints. 

III.16. The Partner/Business User independently guarantees and ensures compliance with the regulatory requirements of their activities when using the Platform, including but not limited to the requirements regarding the protection of personal data of end customers of the online store of the Partner/Business User.

IV. OPTIONS FOR USING THE PLATFORM

IV.1. The platform is suitable for merchants who do not have an online presence, as well as for those who already have an online store.

IV.2. The Partner/Business User has the opportunity to use NB in the following ways depending on who manages the online store – the Partner/Business User or NEXT BASKET:

THE PARTNER/BUSINESS USER MANAGES THEIR ONLINE STORE – SaaS SOLUTION

IV.2.1 Creation of an online store for large companies with sales over 250 000 euros per month – NB PRO

The Partner/Business User uses the Rental Platform, for which they pay a monthly fee or a percentage of the revenue as agreed in the Contract with NB. The Partner/Business User manages the online store and carries out the warehouse services. When choosing this option, the Partner/Business User uses a package of free services specified in the individual Agreement concluded with them, as well as all integrations, modules, and functionalities of the Platform. 

IV.2.2. SaaS solution with renting out the platform, where the Partner/Business User manages their online store themselves – NB SELF.

The Partner/Business User uses the Rental Platform, for which they pay a monthly fee. The Partner/Business User manages the online store and carries out the warehouse services. When choosing this option, the Partner/Business User uses a package of free services specified in the individual Agreement concluded with them, as well as all integrations of the Platform. The Partner/Business User is given an additional opportunity to upgrade the used services and functionalities after additional payment. In this case, the Platform can be used in several price plans, differing in the type of the functionality offered, namely: MINI, MIDI and MAXI. Each of the plans includes access to a different number of functionalities on the Platform. The Partner/Business User has the option to pay extra for the use of a part or all of the paid services or modules.

NEXT BASKET MANAGES PARTNER/BUSINESS USER’S ONLINE STORE

IV.2.3. Creating an online store using the warehouse of NEXT BASKET – NB 360 °, while the management of the online store is performed by NEXT BASKET. 

In this case, NB provides the services related to the creation and operation of a profitable online store, including providing storage space for the goods/products subject to sale. With this option, the value of the service is determined as a percentage of the online store’s revenue and is specified in the Agreement with the Partner/Business User, the latter using all pre-agreed free services, as well as all functionalities and modules of the Platform. When choosing this option, the Partner/Business User is provided with logistics to many European countries and the opportunity to create an online store in each of them. The Partner/Business User has the option to pay extra for the use of part or all of the paid services.

IV.2.4. Creating an online store without using the warehouse of NEXT BASKET – Managed by NB, and the management of the online store is carried out by NEXT BASKET. 

In this case NB carries out the creation and management of the online store. With this option, the value of the service is determined as a percentage of the online store’s revenue and is specified in the Agreement with the Partner/Business User, the latter using all functionalities, modules, and integrations of the Platform. The Partner/Business User has the option to pay extra for the use of part or all of the paid services.

IV.2.5. Creating an online store for Partners/Business users who are associated with a physical store – NB LOCAL.

In this case, the goods in the physical store of the Partner/Business User serve as a warehouse for the purposes of the online store. Every day, all orders received through the online store are transferred for fulfillment to the physical store indicated by the Partner, who in turn transfers them to a courier. The online store is created by NEXT BASKET and the Partner uses the ERP system of NEXT BASKET in the physical store. I With this option, the value of the service is determined as a percentage of the online store’s revenue and is specified in the Agreement with the Partner/Business User, the latter using the agreed free services and all functionalities, modules, and integrations of the Platform. With this option, the Partner/Business User is provided with logistics to many European countries as well as the opportunity to create an online store in each of them. In this case, the Partner/Business User receives a package of free services of NB, which they can use. The Partner/Business User has the option to pay extra for the use of part or all of the paid services.

IV.3. The services in the Platform are free and paid, and the Agreement explicitly states which service is free and which one is paid.

IV.4. Platform integrations available at the time of signing the Agreement may be used free of charge in full by all Partners, regardless of their chosen option or pricing plan.

IV.5. In order to create an online store, respectively to develop online trading through the Platform, it is necessary for the Partner/Business user to have at least:

a) a company;

b) products;

c) a logo;

d) domains in all countries in which they would like to have their own online store, or one domain for all countries;

e) a bank account to which the amounts for the sold goods should be transferred.

IV.6. In case the Partner/Business User does not have the items under points b), c), and d) of paragraph 4.5. above, they may instruct NEXT BASKET to provide them for a fee.

IV.7. In the cases where the Partner/Business User manages their online store pursuant to art. 4.2.1. of these General Terms and Conditions, the Platform allows the Partner/Business User to choose the ways in which end customers will receive the purchased products. The platform offers a mechanism for calculating the transportation cost using integration with courier companies, but does not provide the transport itself. The Partner/Business User is fully responsible for concluding a contract with a courier or providing another way to deliver the products to end customers. The Platform is not responsible to the Partner/Business User and the end customers for the delivery of the products purchased through the Online Store.  

IV.8. Technical support for the services is provided only to Partners/Business Users using the Platform through a request management system called Help Point. Each message sent to the Platform is called a Ticket. The reaction time of each ticket is determined bases on its nature, complexity and urgency. In this regard, the response time is divided into 2 (two) different levels depending on the complexity/urgency of the case:

IV.8.1. Standard – response time within 1 (one) working day and time for closing the ticket – 3 (three) working days from its receipt;

IV.8.2. Express – response time within 2 (two) working hours and time for closing the ticket – 4 (four) working hours from its receipt.

IV.9. NEXT BASKET has the right at their discretion to store all or part of the information contained in or related to a service, up to 30 (thirty) days from the date of expiration of the last paid subscription by the Partner/Business User, for subsequent recovery of the Platform Server service. 

IV.10. NEXT BASKET reserves the right to recommend or provide access to and activation of third party software, including: applications, products, services or links to websites for use by the Partner/Business User. Such third party services are provided to the Partner/Business User for their convenience and are paid by them. The access or use of such third party services by the Partner/Business User is a matter of the relationship between them and the third party and no responsibility by NEXT BASKET may be assumed in respect of them.

IV.11. The Partner/Business User declares that they use the services of third parties entirely at their own discretion and in order to familiarize themselves with the conditions of these third parties, which are applicable to the established relationship.

IV.12. NEXT BASKET does not provide any guarantees regarding the services of third parties and the relations between them and the Partner/Business User are regulated according to the terms of the third parties, as well as according to the specific agreements in their relations with the Partner/Business User.

V. METHODS OF PAYMENT BY THE PARTNER/BUSINESS USER TO NEXT BASKET

V.1. The Partner/Business User shall pay fees, percentage of the revenue, services, modules, domain support and ssl certificate, fees charged by payment instruments, as well as other services against an invoice issued by NEXT BASKET.

V.2. The Partner/Business User can make payments by bank transfer, in cash, or by credit/debit card.

V.3. In the case of a payment with a debit/credit card, the Partner/Business User authorizes NB to withdraw amounts from the card, without additional authorization, in an amount not greater than the value of the relevant invoice.

V.4. NEXT BASKET confirms the receipt of the payment by the Partner/Business User by activating the services for the way of using the Platform chosen by the Partner/Business User. NB is not responsible if the Partner/Business User has not specified a valid e-mail address or has not received the invoice for a reason that cannot be attributed to NEXT BASKET. NEXT BASKET urges all Partners/Business Users to always check all folders in their email box, including the SPAM folder, to avoid adverse consequences for the parties.

V.5. When making a payment to NB and in order to avoid any doubts, the payment to NEXT BASKET is considered made when crediting the account of the latter with the due amount in full, and any additional fees are due separately – to the respective service provider. By accepting these General Terms and Conditions, the Partner/Business User declares that they are aware of the possibility of additional fees being charged by the relevant payment service operator, debit/credit card issuer or banking institution. 

V.6. NEXT BASKET does not owe a refund if the Partner/Business User withdraws from the subscription plan, application, package or additional service paid by them or does not use them, as well as if they have not cancelled the automatic renewal of the subscription within the terms stipulated in Section VІ of these General Terms and Conditions.

V.7. NEXT BASKET reserves the right to change their fees at any time by indicating the new prices in the relevant section of their website and in these General Terms and Conditions, if applicable. The changes may not affect already prepaid subscription plans, packages and services for which the parties have concluded an individual contract, but apply to services that the Partner/Business User wants to add to their subscription plan after the price change.   

V.8. The Partner/Business User undertakes to bring the general terms and conditions of the online store created on the NB Platform in accordance with the provisions of these General Terms and Conditions and the individual contract regarding payments received from end customers of the online store.

V.9. Payment methods of end customers to the Platform

V.9.1. When the incoming payments by end customers pass through NEXT BASKET, the latter regularly transfers all amounts received to the Partner/Business User, deducting all bank fees related to the execution of the money transfers, as well as the remuneration due to the Platform, the method of determination and amount of which are regulated in the individual contract with the Partner/Business User. Payments from end customers go through NEXT BASKET when:

i) NEXT BASKET manages the online store of the Partner and the goods of the Partner are in a warehouse of NB;

ii) The partner manages their online store themselves, but their goods are in the warehouse of NB and the payment is made by cash on delivery;

V.9.2. When the incoming payments from end customers pass through the Partner/Business User, the latter should pay the Platform a fee for using the NB services previously determined in their individual contract after receiving the relevant invoice. Payments from end customer payments pass through the Partner when: 

i) The partner manages their online store themselves, their goods are in their own warehouse;

ii) The partner manages their online store and their goods are in the warehouse of NB and the payment is made by credit/debit card, by bank transfer, Apple Pay, Google Pay, or PayPal;

iii) NEXT BASKET manages the Partner’s online store and the goods are a warehouse of the Partner.

iv) The partner has a physical store that serves as a warehouse for the purposes of the online store.

V.9.3. In case of payments made by customers of the online store, NB deducts from the received revenues:

i) the fee charged by the respective bank or payment system;

ii) the fee due to NB for the agreed and performed paid services;

iii) the agreed monthly fee or percentage of the revenues of the online store according to the individual contract between the Parties;

iv) all other obligations of the Partner/Business User to NB, according to the individual contract between the Parties;

the remaining amount is refunded to the Partner/Business User on a weekly basis. 

V.9.4. NB enables the Partner/Business User to choose the ways in which end customers pay for the purchased products, and namely: cash on delivery, credit/debit card, bank transfer, Apple Pay, Google Pay, or PayPal.

V.9.5. Integration with payment systems is performed by the Platform in the same way as when it is entrusted with the management of the online store of the Partner/Business user.

VI. TERMS

VI.1. The standard Agreement for the use of the services of NB is for a period of 1 (one) year.

VI.2.In case neither of the parties expresses a desire to terminate the Agreement with an explicit written notice sent within 3 months before the expiration date of the Contract, it is extended for a new period of 1 year. After the expiration of the Agreement, the Partner/Business User may continue to use the Platform by re-signing the Agreement and continuing the contractual relationship.

VII. TERMINATION

VII.1. The Agreement may be terminated by either party with 3 months written notice, unless otherwise specified in the Agreement.

VIII. INTELLECTUAL PROPERTY

VIII.1. NEXT BASKET has no claim to ownership of the materials that Partners/Business Users provide to the Platform. 

VIII.2. When choosing a model of relationship under Art. 4.2.3., 4.2.4., or 4.2.5. (in cases where the Platform manages the online store) Partners/Business Users grant NB a non-exclusive right to host, use, distribute, display, modify, copy, store, perform and share with the public (including through telecommunications channels), translation and creation of derivative works of all materials provided in connection with the implementation of the services by the Platform. The rights described are used by the Platform for the purposes of providing the services offered through it and for fulfilling the rights and obligations under these General Terms and Conditions and the individual Agreements concluded with each Partner/Business User. The Platform does not owe any Partner/Business User any remuneration for the rights granted by them under the meaning of this Article.

VIII.3. Upon termination of the Agreement concluded between the specific Partner/Business User and NB, this does not affect the granted rights, in case they are necessary for the fulfilment of the obligations of the Platform, arising during the validity of the Agreement. 

VIII.4. By accepting these General Terms and Conditions, the Partners/Business Users agree that the Platform has the right to review and delete at any time some or all of the materials provided to it by the Partners/Business Users, but there is no explicit obligation to do so.

VIII.5. Partners/Business Users are not allowed to use trademarks, logos or service marks owned by NB, whether registered or not, unless expressly authorized in writing by the Platform.

VIII.6. The Partners/Business Users declare their awareness and consent that these General Terms and Conditions do not give them any rights regarding the intellectual property of the Platform.

VIII.7. The Partner has no right to access the software code of the Platform during the validity of the individual contract concluded with them, as well as after its termination.

VIII.8. The Partners/Business Users ensure that the provision of intellectual property to NB does not infringe the rights of third parties. The Partners undertake to protect the Platform from third party actions against it in connection with the use of materials provided by the Partners/Business Users and owe compensation to NB for the damages that the latter has suffered as a result of such actions, which may be imputed to the fault of the Partners.

IX. PERSONAL DATA PROTECTION

IX.1. The Platform, as a personal data controller, processes the personal data of Partners/Business Users in accordance with the Personal Data Protection Act, Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation) and in accordance with the Privacy Policy. The platform shall disclose all required information under Art. 13 of the GDPR on the following website: https://nextbasket.com.

X. RESPONSIBILITY

X.1. NB is not a party to the agreements concluded between the Partner/Business User and their client when using the Platform. NB does not bear any responsibility for the fulfillment of the legal or contractual obligations of a buyer or seller in connection with a transaction concluded through or with the help of the Platform. Each of the parties should seek their rights from the other party under the contract in accordance with the law.

X.2. In cases where one of the parties to a contract concluded through the Platform is a natural person, the rights that may arise for them under the Consumer Protection Act and the Act on the provision of digital content and digital services and the sale of goods , should be exercised against the other party to the contract, which has undertaken obligations to the consumer and not to the Platform or NB. 

X.3. NB is not liable to their Partners/Business Users for damages and lost profits in connection with the use of the services offered by the Platform. However, NB does not exclude their liability to Partners/Business Users of the Platform, if this would contradict the applicable law. 

X.4. Each Partner/Business User of the Platform is responsible for their actions and should indemnify NB in case of damages to NB in connection with the use of the services offered by the Platform by a Partner/Business User.

X.5. The Partner/Business User agrees that in the event of a dispute with third parties, as a result of which a sanction or other penalty is imposed on the Platform, the Partner/Business User is obliged to indemnify the Platform for all property sanctions, indemnities and other expenses resulting from unscrupulous or illegal actions or omissions of the Partner/Business User, including when the latter has provided incorrect data in their online store, violated the rights of end customer and users, copyright of third parties, personal data, competition rules and others legal requirements and regulations.

X.6. NB makes every effort, but cannot guarantee that the Platform will function without interruption or that any of its content will always be available at any time. 

X.7. NB shall take all necessary measures to protect their system from computer viruses, but does not guarantee that the site or its servers do not contain computer viruses or other malicious software that may affect the Partner/Business User’s system. The Partner/Business User must ensure that they have the latest protections to protect their computer from such viruses or other harmful or malicious software

XI. SEPARATION OF PROVISIONS

XI.1. In the event that any clause of these General Terms and Conditions is determined by any competent authority to be invalid, illegal or inapplicable, it will be separated from the other terms, conditions and provisions, which will continue to be valid in full degree permitted by the applicable law.

XII. CONFIDENTIAL INFORMATION

XII.1. NB, on the one hand, and each Partner/Business User, on the other, undertake, both during the contract and after the termination of their contractual relationship, to indefinitely not distribute or disclose on any occasion and in any way or allow the distribution of confidential information that became known to them during or in connection with the use and operation of the Platform or during the provision of the services available through it and/or provided by the other party in oral, written, graphic, or electronic form, in any way form, without the prior written permission of the other party, except where they have a legal obligation to disclose such information.

XII.2. The parties undertake, both during the contract and after the termination of their contractual relationship, indefinitely, not to carry out any actions that could endanger the confidentiality/confidential nature of the Information.  

“Confidential information” is any information, facts, data acquired directly or indirectly in connection with and on the occasion of using the services provided by the Platform and the execution of the Agreement concluded between the Parties, concerning NB and their Partner in economic, technical, organizational, financial, or whatever other attitude except that which is publicly available or which should be disclosed by operation of law.’

XIII. FORCE MAJEURE CIRCUMSTANCES

XIII.1. NB shall not be responsible for the inability to provide any of the services described in these General Terms and Conditions due to an event beyond their reasonable control (hereinafter referred to as “force majeure event”).

XIII.2. “Force majeure event” includes any action, event, occurrence, omission or accident beyond our reasonable control, and in particular (without limitation) the following:

a) strikes, blockades or other industrial activities;

b) civil unrest, riots, attacks, terrorist attacks or threats of terrorist attacks, war (whether declared or not) or threat or preparation for war;

c) fires, explosions, storms, floods, earthquakes, epidemics and other natural disasters;

d) inability to use rail, sea, air or road transport or other means of public or private transport;

e) inability to use public or private telecommunications networks;

f) any acts, decrees, laws, regulations or restrictions of the government, including those declaring a state of emergency;

g) as well as any other event beyond the control of the parties, which may lead to non-fulfilment of the obligations of NB, incl. lack of internet connection.

XIII.3. The fulfilment by NB of an obligation in connection with the services provided through the Platform is considered suspended for the period of the force majeure event. NB will use all reasonable efforts to end the force majeure event or find a solution that will allow it to fulfil their obligations despite it.

XIV. APPLICABLE LAW. DISPUTES

XIV.1. For issues not settled in these General Terms and Conditions, the Bulgarian legislation and the EU law shall be applicable. 

XIV.2. In case of a legal dispute of any nature between a Partner/Business User and NB, Bulgarian law shall be applicable. The parties agree to resolve any disputes in a spirit of undestanding.  

XIV.3. In case of impossibility to reach an agreement between NB and a certain Partner/Business User and in order to avoid legal disputes between the parties, NB provides an opportunity to reach an out-of-court agreement between the parties with the help of mediation. The NB indicates the following mediators to whom it is ready to turn in order to achieve the goal described in this way:  

1) Dimitar Dimitrov, entered in the Register of Mediators at the Ministry of Justice with reg. No 20141217002,

2) Slavi Tankein, entered in the Register of Mediators at the Ministry of Justice with reg. No 20221103012,

XIV.4. All disputes arising out of or relating to these General Terms and Conditions, including disputes arising out of or relating to their interpretation, invalidity, performance or termination, as well as those related to filling in gaps in the General Terms and Conditions or adapting them to new circumstances, shall be resolved by the International Court of Arbitration at the Alliance for Legal Interaction, in Sofia, Republic of Bulgaria, in accordance with its Rules of Procedure based on arbitration agreements. 

XV. FINAL PROVISIONS

XV.1. These General Terms and Conditions enter into force on June 23, 2022.

XV.2. These General Terms and Conditions are valid and binding for an indefinite period of time and for the entire period of operation of the Platform.

XV.3. These General Terms and Conditions may be amended due to updates base on the applicable law or for other reasons. 

XV.4. Change in the General Terms and Conditions – The Platform reserves the right to unilaterally change these General Terms and Conditions at any time. In case of changes in the General Terms and Conditions, NB will notify all Partners/Business Users by sending the changes to the contact emails provided by them. The proposed changes will not be applied before the expiration of 15 (fifteen) days from the date on which NB has notified the Partner/Business User about them.

XV.5. In case of disagreement with the proposed changes of the General Terms and Conditions, the Partner/Business User has the right to terminate their contractual relationship with NB before the expiration of 15 (fifteen) days from the date NB notifies the Partner/Business User of the changes, however, the use of the services within these 15 days is considered as a waiver of the notice of 15 (fifteen) days and accordingly as an acceptance of the changes of the General Terms. 

XV.6. NB does not change their General Terms and Conditions retroactively, except when this is required for the purposes of compliance with a legal or regulatory obligation or when such an amendment is in favour of the Partners/Business Users. 

These General Terms and Conditions were published on November 15, 2022.

ANNEX № 1 TO THE GENERAL TERMS AND CONDITIONS OF NEXT BASKET

Services

(some services are under development)

Service description

Use of the platform administration

The NB user can create an online store and its customizations using the administrative panel of NEXT BASKET.

Constant enhancement of the platform

NEXT BASKET enhances the platform on an ongoing basis by installing updates, adding new functionalities and improving the software.

Search engine optimization (SEO) with maximum efficiency ensuring online sales at zero expenses

The platform features built-in modules to automate all SEO processes and meets 100% of the SEO requirements of browsers

Ongoing site maintenance

NEXT BASKET carries out constant monitoring to ensure appropriate work, eliminate any technical issues and create backup copies of the online store. 

24/7 monitoring of the platform including automated notifications in the event of technical issues.

Help Point: 24/7 maintenance and support system 

The system provides 24/7 maintenance via chat, e-mail and telephone; access to a ticketing system with response priorities depending on the plan chosen and the urgency of the issue; help center with information and instructions about the individual platform functionalities and integrations.

GDPR (General Data Protection Regulation) for the online store

The application contains the following documents and functionalities: Personal Data Protection Policy, Cookie Policy, Privacy Policy, Incomplete Order E-mail Notification Policy, Personal Data Processing Consent Statement, Application to Exercise Rights of a Data Subject,Register of Client Personal Data Processed, information bar about the cookies used. 

Advice response up to 3 hours

All plans include free business and/or technical advice within 3 hours with NEXT BASKET expert(s) in online commerce.

Videо tutorials

Videо tutorials on how to use the platform and manage the online store created by the NEXT BASKET team.

Free advertisement management on Facebook and Google (1 month)

Free advertisement management on Facebook and Google for a one-month period based on a campaign budget agreed in advance. In case you have a signed marketing agreement with NEXT BASKET

Hosting the online store – with a limit of traffic and server space

Cloud server hosting with a limit of the monthly traffic to the online store and an option to increase the resources after using up the initial parameters set 

(upon payment of a certain fee).

Hosting the online store – with better parameters than the limited one

Cloud server hosting with a limit of the monthly traffic to the online store and an option to increase the resources after using up the initial parameters set 

(upon payment of a certain fee).

Setting a link to the platform of the European Commission for online dispute resolution

A link to the European platform for online dispute resolution (ODR) to guarantee safer and fairer online shopping within the European Union (EU). 

The platform allows EU citizens to submit complaints in their languages in relation to fully online purchases to traders in EU Member States, Norway, Iceland, and Liechtenstein.

Registration of the online store at the Public Register of the National Revenue Agency (NRA) of the online stores for which information is submitted under Article 52m, paragraphs 1 – 4 of Ordinance No. N-18/2006.

The information that persons making sales through an electronic store are required to submit includes: name and web address of the online platform; information about the person making the sales; type of goods sold; name of the software of the e-store, type and provider of the hosting service and others, detailed in appendix No. 33 to Regulation No. H-18.

NEXT BASKET assists with the registration at the NRA Public Register of online stores.

Creating a page for the terms of delivery

This is a page which lists the terms of delivery of online orders by different courier services.

Creating a page for the terms of return

This is a page which lists the specific terms for the return of product(s) from online orders – deadline, manners of return, etc.

Creating a page with warranty terms

This page lists the warranty terms of the different categories of products sold by the online store.

Creating a page with frequently asked questions (FAQ)

FAQ is a page with responses to the most frequent questions asked y end customers of the online store.

Creating a contact page

A mandatory page for contact with the online store manager and the call center which lists the contact details of the office and the warehouse (location, telephone(a), e-mail).

Advice from NEXT BASKET sales department about the products and their prices

Diverse advice can be offered such as: Selection of products, manner of ordering, appropriate descriptions, pricing, etc.

Creating General Terms

The NEXT BASKET team drafts the General Terms and Conditions, which set out the rules the customers will observe when ordering products offered by the online store to the NB users.

Call center services

NEXT BASKET offers two types of services: incoming and outgoing calls by an operator. 

The incoming call center services queries from current or potential customers often related to needing additional information about the products offered. 

With the outgoing call center, the operators are those who initiate the calls to current customers in order to collect additional information about the orders made, making promotional offers, etc.

Creating the online store using a pre-chosen ready-made theme

The NEXT BASKET team creates the design of the online store using a pre-chosen theme which matches the respective business category of the user and is adjusted to the corporate identity of the brand.

Initial uploading of products and photos on the website

Possibility to import products if the necessary information and file are provided in the right format (template).

Migration of an existing online store to a ready template

Migration of an existing online store to the NB platform including migration of products, product descriptions, categories, photos, attributes, 301 references, all static pages.

Use of all capabilities of the ERP system for the online store

ERP system developed by NEXT BASKET which includes different modules: Warehouse, Sales, Customer Management, etc.

Omnichannel integration between the online store and the physical one

Mutually complementary sales channels when there is a connection between an online and a physical store.

Consultations with NEXT BASKET specialists (over 3 hours)

Business and/or technical consultations with NEXT BASKET experts in the field of online commerce with a total duration of over 3 hours.

Dissemination of newsletters (their number is laid down in advance in the contract)

A marketing tool allowing customers to get information about topics of interest to them in relation to the online store and the products offered. 

Upon subscription, the electronic newsletter is sent out periodically and, depending on the purpose, it may come out weekly, monthly or annually.

Integration of a marketplace functionality into the platform 

Possibility to integrate the online store with a different marketplace platform than those available in NEXT BASKET.

Online merchandising (putting the products on the website in order)

Includes techniques with the main purpose to support the sale of a product through the right positioning of the various categories of goods.

All (more than 90) integrations of the platform with external services and software available at the time of signing the contract

NEXT BASKET is integrated with more than 90 of the most popular and effective external services and software for marketing, courier services, payment methods, ERP and warehousing systems, sales channels, etc.

Check for malicious links (once a month)

It is performed once a month with the help of a software that monitors for malicious links that can disrupt the proper operation of the online store.

Installation fee

It is paid if the service of creating and configuring the online store is carried out by NEXT BASKET.

Creating online stores in 28 European countries

Creating stores in 28 countries in the relevant language and in the relevant currency; taking into account the requirements of the tax legislation in the country.

Program for automated translation and uploading of new products in different languages

Possibility to process products, create dynamic and static pages in multiple languages and upload on the respective domain.

Integration with external services and software – with courier services, payment and ERP systems, marketing tools and others, upon request from the NB Partner

Through the interfaces developed by NEXT BASKET, the Partner is able to request an integration service with third party software.

Ensuring the delivery of online orders in 28 countries

Using the NEXT BASKET fulfillment service enables the NB Partner to send their products to 28 European countries.

Adjusting the online store to the NB Partner

Change by NEXT BASKET of all pages, products and customizations of the online store in line with the Partner’s requirements.

Integration of a full ERP system, including warehouse, finance, accounting, invoicing, orders, human resources, physical store, etc.

Link of the Partner’s business software with the platform through the NEXT BASKET link interfaces.

Integration of the ERP system of the platform only in the NB Partner’s physical store

Applicable only to the NB LOCAL option.

Integration of fulfillment software at the NB Partner’s warehouse

Integration of fulfillment warehouse software for online sales with the ability to ship to international destinations, which allows for the expansion of the market reach. 

Integration of payment and marketing systems chosen by the NB Partner

Possibility to integrate third party software in accordance with the NB Partner’s business requirements.

Digital marketing (Facebook, Google, Criteo, TikTok)

Professional support and management of advertising campaigns on Facebook, Google, Tik-Tok, Criteo, etc. 

Effective marketing, including professional planning, precise targeting, and proper distribution of the intended advertising budget.

SEO optimization of the online store, including:

Creating a content marketing strategy

Determines what will be the policy in the field of SEO optimization in the next 6 months.

Creating and posting blog articles

Writing articles in line with the requirements of the content strategy for the online store and posting them in the website blog.

Creation and publication of articles in external media

Writing articles in line with the requirements of the content strategy for the online store and posting in external media in order to build links.

Building links to other websites

Creating links (free and paid) from external websites to the NB Partner’s website.

Remedying non-functioning links and other errors in the online store

Review (automated and performed by an operator) of the online store for non-functioning links, broken URL addresses, photos without ALT tags, etc.

Commercial services, including creation of promotions and campaigns

Business logistics and creation of scenarios for diverse marketing activities; creating different types of content (content marketing).

Creating a commercial strategy

Four types of strategies are used to attract new customers and retain existing ones: Product, pricing, distribution and communication.

Devising unique descriptions of the products

Experienced specialists from the NEXT BASKET team make unique product descriptions which meet the following requirements: Presenting the product focusing on client benefits; showing the difference in comparison to other products; description of features and functions.

Upload of new products in the online store

Importing products when the Partner provides NB with the necessary information and file in the appropriate format (template).

Designer services

Refreshing the outlook of the online store or creating a completely new design in line, to the tiniest detail, with the requirements of the NB Partner; development of banner, videos and product photos.

Developing banners

Developing static, animated and flash banners for the website pages, for Facebook, Google and different types of marketing channels.

Creating a design of a personalized online store

Developing a design of the store fully in line with the requirements of the NB Partner.

Taking photos of the products

Applicable for diverse products: clothes, shoes, accessories, industrial products, etc. The clothes are photographed on invisible (ghost) mannequins or live models (women, men, and children); 360-degree photos and videos are taken for accessories and small items. Possibility to pick up and return products from/to the NB Partner’s warehouse (for a fee, the price including ironing of the clothes).

Accounting services – bookkeeping for the company of the NB Partner

NEXT BASKET offers the platform partner overall accounting services and expert advice on improving the financial results.

Software developments as commissioned by the NB Partner

Adjusting and building on existing applications or creating completely new functionalities in line with the needs and desires of the NB Partner.

Creating a mobile application (App)

Developing, as commissioned by the NB Partner, a mobile application for Android and iOS targeted at end customers. 

WAREHOUSING SERVICES

Providing warehousing space for the goods/products being sold

The Partner is able to store products at a NEXT BASKET warehouse. On offer are both pallet places and fulfillment warehousing of the products in boxes or small cells called addresses.

Providing all types of warehousing services, including acceptance of returned online orders

The Partner is able to use the full range of warehousing services, including monitoring the expiration dates of products (when applicable), inventory taking once a year, and division of the returned products in three groups: capable of being sold, with defects, and incapable of being sold.

Optimization with a warehouse fulfillment software

The fulfillment software offered by NB is specialized for warehouses processing orders from online stores – it charts route for the picker (the person collecting the orders); “warehouses” the items ordered frequently in several positions at the same time, thus reducing the time for collection; 

monitors the correct completion of orders.

Packaging and handing over the orders to a courier

The products from online orders are packaged several times a day, bills of lading are created and they are handed over to a courier.

Annual inventory taking of the warehouse

An inventory of the products in the warehouse is taken once a year which is included in the price of the service.

Sending a returned product for warranty service

When a customer of the online store returns a product for repairs, NEXT BASKET sends it to the respective warranty service or warehouses it to allow the Partner to dispose of it.

Connections with couriers

NEXT BASKET has established connections with many courier firms allowing the end customer of the online store to choose which one will handle the order and where it will be delivered – to an address given by the customer or to a courier office.

Accepting and labelling products in the warehouse 

Upon acceptance at the NEXT BASKET warehouse, all products of the NB Partner are given a label with a barcode.

Tracking the expiration dates of products

The platform fulfillment software tracks the expiration dates of the products (when applicable) and, to this end, the NB Partner needs to submit a file with information about the products.

Notifications about the need for new deliveries of products going out of stock

Based on a sales analysis and forecasting, the ERP system of NEXT BASKET notifies the user about upcoming deliveries (quantity of products, delivery date, etc.).

Insurance for products in the warehouse

Products in the warehouse are insured for all standard risks.

Free storage of the products for a period laid down in the contract

Free storage of products for a 30-day period; after that, a storage fee is charged based on warehouse volume occupied or fulfillment address.

ADDITIONAL SERVICES

SSL certificate support for each page

The SSL encrypted link provides secure access to personal information which must not become known to third parties. NB may monitor the constant update of the SSL certificate.

Devising a company logo

An NB Partner may assign it to NEXT BASKET to develop a company logo or a product logo, including personalization of type and colors.

Creating a Brand Book

Standardizing the outlook of the NB Partner’s brand in terms of colors and type as well as streamlining all elements which a customer associates with the brand – online store, e-mail messages, articles, etc.

Creating a domain

NEXT BASKET offers various domains for the Partner’s online store

Annual domain maintenance

Including 24/7 technical maintenance, parking page, full DNS control, protection in the case of transfer, e-mail and DNS redirect.

Developing a page for targeted marketing

The NB Partner may assign it to NEXT BASKET to develop a page for targeted marketing which aims to focus attention on a product or a product category.

Designing labels and packaging

NEXT BASKET offers design solutions for the development of labels and packaging.

Market analysis

It is based on market research, which includes gathering information about the NB Partner’s industry and market environment; 

the external factors that affect the specific business; the customers (creating a customer profile); competition, etc.

Assistance in trademark registration

An NB partner can authorize NEXT BASKET for a fee to assist in the registration of their trademark. 

As a result, the Partner will acquire exclusive rights to the mark and, in particular: to place it on their goods and offer them in the market; to dispose of it, to transfer it and allow its use by third parties; to prohibit other persons from using an identical or very similar mark, etc.

Disposal of unfit goods

As requested by the Partner, NEXT BASKET disposes of decommissioned or returned products which are unfit for further sale at waste disposal sites.