This B2B Online Sales Agreement (“Agreement”) governs purchases made through the BiggBrands B2B online wholesale platform and forms part of the contractual relationship between the Seller and the Buyer.

BiggBrands B2B is primarily intended for business and professional customers, including retailers, wholesalers, distributors, e-commerce sellers, marketplace sellers, HoReCa businesses, corporate purchasers, and other commercial buyers.

By submitting an order, the Buyer confirms that it has reviewed and accepted this Agreement and the applicable Terms and Conditions.

ARTICLE 1 – PARTIES

1.1 Seller

Company Name: BIGGBRANDS E-TİCARET HİZMETLERİ VE İHRACAT A.Ş.

Registered Address:
Rüzgarlıbahçe Mah. Bozkurt Sok. No:3/19, Acarlar İş Merkezi F Blok K:8, Kavacık 34805 İstanbul / Türkiye

Telephone: +90 216 538 52 68

Fax: +90 216 538 65 10

E-mail: info@biggbrands.com

Website: www.biggbrandsb2b.com

Hereinafter referred to as the “Seller” or “BiggBrands.”

1.2 Buyer

The Buyer is the individual entrepreneur, company, legal entity, organization, or other professional purchaser whose information is provided during account registration, checkout, quotation acceptance, or order placement.

Buyer information may include:

Company / Trading Name:
Authorized Contact Person:
Billing Address:
Delivery Address:
Telephone:
E-mail:
Tax / VAT Number:
Company Registration Number, where applicable:

Hereinafter referred to as the “Buyer.”

ARTICLE 2 – PURPOSE AND SCOPE OF THE AGREEMENT

The purpose of this Agreement is to establish the rights and obligations of the Seller and the Buyer regarding the sale, payment, fulfillment, and delivery of products ordered through:

• www.biggbrandsb2b.com;
• quotations issued by BiggBrands;
• proforma invoices;
• approved electronic orders; or
• other sales channels expressly approved by BiggBrands.

This Agreement applies together with the Seller's:

• Terms and Conditions;
• Privacy Policy;
• Shipping Policy;
• Returns Policy;
• applicable quotation;
• proforma invoice;
• order confirmation; and
• any other commercial conditions expressly agreed between the parties.

Where specific commercial conditions contained in an approved quotation, proforma invoice, private label agreement, distribution agreement, or other written agreement conflict with this general Agreement, the specifically agreed commercial terms will prevail for the relevant transaction.

ARTICLE 3 – BUSINESS CUSTOMER STATUS

BiggBrands B2B is designed primarily for commercial transactions.

By placing an order, the Buyer represents that:

1. The purchase is being made for business, commercial, resale, distribution, professional, or institutional purposes;
2. The person placing the order is authorized to act on behalf of the Buyer;
3. All company, tax, VAT, invoicing, payment, and delivery information provided is accurate;
4. The Buyer has reviewed the product information and commercial conditions before purchasing; and
5. The Buyer will comply with applicable laws relating to the import, resale, distribution, marketing, and use of the products.

BiggBrands may request documentation necessary to verify the Buyer's business identity, tax status, billing information, payment information, or authority to place an order.

ARTICLE 4 – PRODUCTS AND PRODUCT INFORMATION

4.1 Product Details

The principal characteristics of the products, including where applicable:

• Product name;
• SKU;
• Brand;
• Model;
• Dimensions;
• Material;
• Color;
• Quantity;
• Case quantity;
• Packaging;
• Technical specifications; and
• Other relevant features

are displayed on the applicable product page or communicated through the relevant quotation or commercial document.

4.2 Product Images

Product images are intended to provide a reasonable visual representation of the products.

Minor differences may occur in:

• Color;
• Packaging;
• Labelling;
• Design details;
• Accessories; or
• Other non-material characteristics

due to manufacturing changes, supplier updates, photography, display settings, or packaging revisions.

4.3 Product Suitability

The Buyer is responsible for reviewing the product specifications and determining whether the product is appropriate for the Buyer's intended use, resale channel, destination market, or customer base.

ARTICLE 5 – PRODUCT AVAILABILITY

All products are subject to stock availability.

Displaying a product on the website does not guarantee that the requested quantity will remain available until the order has been confirmed.

BiggBrands may:

• Adjust available quantities;
• Limit order quantities;
• Discontinue a product;
• Reject quantities exceeding available inventory;
• Offer alternative quantities;
• Offer substitute products with the Buyer's approval; or
• Cancel unavailable items.

Where a confirmed product subsequently becomes unavailable, BiggBrands will communicate the available alternatives to the Buyer.

Depending on the circumstances, these may include:

• Partial fulfillment;
• Backorder;
• Replacement product;
• Order amendment;
• Credit; or
• Refund of the affected item.

ARTICLE 6 – PRICES

6.1 Wholesale Pricing

Prices displayed through BiggBrands B2B are intended for wholesale customers unless expressly stated otherwise.

Prices may vary depending on:

• Product;
• Quantity;
• Case quantity;
• Customer-specific pricing;
• Promotional campaign;
• Currency;
• Destination;
• Shipping arrangement;
• Tax treatment;
• Private label requirements; or
• Other commercial factors.

6.2 Price Changes

BiggBrands may revise product prices at any time before an order has been accepted.

Once an order has been accepted, the confirmed price will apply unless:

• There is an obvious pricing or system error;
• The order is subsequently modified by agreement;
• Applicable taxes or government charges change; or
• The parties agree otherwise in writing.

6.3 Website Errors

BiggBrands reserves the right to correct obvious errors concerning:

• Price;
• Stock;
• Product description;
• Currency;
• Tax;
• Freight;
• Quantity; or
• Technical information.

If a material error affects an order, BiggBrands will contact the Buyer before proceeding wherever reasonably possible.

ARTICLE 7 – TAXES, VAT, DUTIES AND OTHER CHARGES

Unless expressly stated otherwise, displayed product prices may exclude applicable:

• VAT;
• Sales taxes;
• Import duties;
• Customs duties;
• Customs clearance charges;
• Brokerage fees;
• Local taxes;
• Government charges; and
• Other destination-related costs.

The applicable tax treatment will depend on the transaction, destination, Buyer status, invoicing arrangement, and applicable legislation.

The Buyer must provide accurate tax, VAT, resale, and business information where required.

Where the Buyer is the importer of record, the Buyer is responsible for import formalities and applicable taxes, duties, registrations, permits, or customs requirements unless otherwise agreed in writing.

ARTICLE 8 – PLACING AN ORDER

An order may be placed through:

• The BiggBrands B2B website;
• An accepted quotation;
• A proforma invoice;
• An authorized BiggBrands sales representative; or
• Another method approved by BiggBrands.

Submitting an order constitutes an offer by the Buyer to purchase the relevant products.

Receipt of an order by BiggBrands does not automatically mean that the order has been accepted.

BiggBrands may review orders for:

• Stock availability;
• Product restrictions;
• Pricing;
• Payment status;
• Buyer verification;
• Fraud prevention;
• Shipping feasibility;
• Export restrictions; and
• Compliance requirements.

An order becomes binding once accepted or confirmed by BiggBrands.

ARTICLE 9 – ORDER DETAILS

The relevant order confirmation, quotation, proforma invoice, invoice, or checkout confirmation may contain:

Order Number:
Product / SKU:
Quantity:
Unit Price:
Total Product Value:
Currency:
VAT / Tax:
Shipping Cost:
Payment Method:
Billing Address:
Delivery Address:
Recipient:
Shipping Method:
Applicable Delivery Term / Incoterm, where applicable:
Order Date:

The Buyer is responsible for checking these details and notifying BiggBrands promptly of any discrepancy.

ARTICLE 10 – MINIMUM ORDER AND PACKAGING REQUIREMENTS

Certain products may be subject to:

• Minimum order quantity;
• Minimum order value;
• Case quantity;
• Carton quantity;
• Pallet quantity;
• Brand-specific conditions; or
• Customer-specific commercial requirements.

These requirements may be displayed on the website or communicated through the quotation or order confirmation.

ARTICLE 11 – PAYMENT

The available payment methods may vary according to:

• Buyer;
• Country;
• Currency;
• Order amount;
• Order type; and
• Commercial relationship.

Payment may be required:

• At checkout;
• In advance;
• Against a proforma invoice;
• By bank transfer;
• By approved payment card;
• Under approved credit terms; or
• Under another payment arrangement expressly accepted by BiggBrands.

Unless otherwise agreed, BiggBrands is not required to dispatch an order until the required payment has been received and cleared.

Any bank transfer costs, correspondent bank charges, payment-processing charges, or similar transaction costs are the responsibility of the Buyer unless otherwise agreed.

ARTICLE 12 – CREDIT CARD AND PAYMENT REFUNDS

Where an approved refund relates to an order originally paid by credit or debit card, BiggBrands will normally issue the refund to the same payment method originally used for the transaction, subject to the rules and processing procedures of the relevant bank or payment provider.

The time required for the refunded amount to appear in the Buyer's account may depend on the relevant bank, card issuer, or payment provider.

BiggBrands is not responsible for processing delays occurring after the refunded amount has been successfully released to the relevant payment provider.

Where payment was made by bank transfer, an approved refund will normally be transferred to an account held in the name of the Buyer or the company that made the original payment, subject to appropriate verification.

For fraud-prevention and compliance purposes, BiggBrands may refuse to issue a refund to an unrelated third-party account.

ARTICLE 13 – PAYMENT SECURITY AND FRAUD PREVENTION

BiggBrands may conduct appropriate payment and fraud-prevention checks.

BiggBrands may delay, suspend, or cancel an order where there is a reasonable concern regarding:

• Unauthorized payment;
• Suspected fraud;
• Incorrect billing information;
• Identity misuse;
• Chargeback risk;
• Payment irregularities; or
• Other potentially unlawful activity.

Additional information or verification may be requested before an order is processed.

ARTICLE 14 – SHIPPING AND FULFILLMENT

BiggBrands operates and works with logistics and fulfillment facilities serving multiple international markets.

Depending on inventory availability and the commercial arrangement, orders may be fulfilled from different locations.

The shipping method, shipping cost, dispatch conditions, and estimated delivery information applicable to the order will be communicated through:

• The website;
• Checkout;
• Quotation;
• Proforma invoice;
• Order confirmation;
• Commercial invoice; or
• Direct communication with the Buyer.

ARTICLE 15 – DELIVERY TIMES

Unless expressly guaranteed in writing, dispatch and delivery dates are estimates.

Delivery may be affected by circumstances including:

• Customs procedures;
• Carrier delays;
• Border procedures;
• Public holidays;
• Peak periods;
• Weather;
• Government restrictions;
• Incorrect delivery information;
• Import procedures;
• Force majeure events; and
• Other circumstances beyond BiggBrands' reasonable control.

BiggBrands will use commercially reasonable efforts to dispatch orders within the communicated timeframe.

ARTICLE 16 – SHIPPING TERMS AND INCOTERMS

Where an Incoterm® or another international delivery term applies, it will be specified in the relevant quotation, proforma invoice, commercial invoice, or order confirmation.

The applicable delivery term may determine responsibility for:

• Transportation;
• Insurance;
• Customs clearance;
• Import duties;
• Export formalities;
• Risk of loss;
• Delivery; and
• Related logistics expenses.

The Buyer is responsible for reviewing the relevant delivery term before confirming the order.

ARTICLE 17 – DELIVERY ADDRESS

The Buyer is responsible for providing a complete and accurate delivery address.

BiggBrands is not responsible for delivery delays or additional costs resulting from:

• Incorrect addresses;
• Incomplete addresses;
• Wrong contact details;
• Refused deliveries;
• Unsuccessful delivery attempts;
• Customer-requested redirection; or
• Failure to comply with import or delivery requirements.

Any resulting additional transportation, storage, redelivery, customs, or handling costs may be charged to the Buyer.

ARTICLE 18 – TRANSFER OF RISK

Unless otherwise specified in the agreed Incoterm® or commercial shipping condition, the transfer of risk will be determined by the delivery arrangements applicable to the individual order.

Where an Incoterm® is stated in the order documentation, that term governs the allocation of transportation responsibilities and risk.

ARTICLE 19 – INSPECTION UPON DELIVERY

The Buyer should inspect the shipment promptly upon receipt.

The Buyer should check:

• Number of cartons or pallets;
• External packaging condition;
• Visible transport damage;
• Product quantities;
• Product references;
• Missing cartons or products; and
• Obvious discrepancies.

Where visible damage exists, the Buyer should, where reasonably possible:

1. Record the issue on the carrier's delivery document;
2. Obtain a carrier damage report;
3. Take photographs of the external packaging;
4. Take photographs of the damaged product; and
5. Notify BiggBrands promptly.

ARTICLE 20 – DAMAGED, MISSING OR INCORRECT PRODUCTS

Claims relating to:

• Transport damage;
• Missing products;
• Incorrect quantities;
• Incorrect products; or
• Other delivery discrepancies

must be reported within the period stated in the applicable Returns Policy or commercial documentation.

BiggBrands may request supporting evidence including:

• Order number;
• SKU;
• Affected quantity;
• Photographs;
• Videos;
• Packaging;
• Shipping labels;
• Delivery documents; or
• Carrier reports.

BiggBrands will review the claim and determine an appropriate remedy.

Depending on the circumstances, the remedy may include:

• Replacement;
• Reshipment;
• Credit;
• Partial refund;
• Full refund; or
• Another commercially appropriate resolution.

ARTICLE 21 – RETURNS

As BiggBrands B2B primarily operates as a business-to-business wholesale platform, purchases are generally subject to the Seller's B2B Returns Policy rather than an automatic consumer withdrawal right.

Products must not be returned without prior approval from BiggBrands.

Where a return is authorized, products must generally be:

• Unused;
• Complete;
• Undamaged;
• Unmodified;
• In resalable condition; and
• Returned with their original packaging and accessories.

BiggBrands may issue specific return instructions or a return authorization.

Unless the return results from an error attributable to BiggBrands, the Buyer may be responsible for:

• Return freight;
• Handling charges;
• Restocking charges;
• Customs expenses; or
• Other reasonable return-related costs.

ARTICLE 22 – NON-RETURNABLE PRODUCTS

Subject to any mandatory legal rights that apply, the following products may not be eligible for return:

• Private label products;
• Personalized products;
• Customized products;
• Products specifically sourced or manufactured for the Buyer;
• Opened cosmetics;
• Opened personal care products;
• Hygiene-sensitive products once opened;
• Food and beverage products;
• Perishable products;
• Products approaching or subject to expiration;
• Products whose protective seals have been removed;
• Software or digital products once activated or accessed;
• Clearance or final-sale products;
• Products damaged after delivery by the Buyer; and
• Other products expressly identified as non-returnable before purchase.

ARTICLE 23 – ELECTRONICS AND INSTALLATION-REQUIRED PRODUCTS

Products requiring installation by an authorized service provider should be installed in accordance with the applicable manufacturer's instructions.

Where a manufacturer's warranty requires installation, activation, or initial inspection by an authorized service provider, failure to follow those requirements may affect the applicable warranty.

The Buyer is responsible for reviewing the manufacturer's installation and warranty requirements before installation or resale.

ARTICLE 24 – CANCELLATIONS

Cancellation requests should be submitted as early as possible.

A cancellation request is not effective until accepted by BiggBrands.

Orders may no longer be cancellable once they have been:

• Picked;
• Packed;
• Dispatched;
• Customized;
• Labelled;
• Printed;
• Manufactured;
• Ordered specifically from a supplier; or
• Otherwise materially processed.

Where BiggBrands has already incurred costs before an accepted cancellation, reasonable cancellation or processing costs may be deducted from any refund.

ARTICLE 25 – PRODUCT WARRANTY

Products may be covered by warranties provided by the relevant:

• Manufacturer;
• Importer;
• Distributor;
• Supplier; or
• Authorized service provider.

Warranty conditions vary according to the product, brand, market, and manufacturer.

Where reasonably possible, BiggBrands may assist Buyers with the appropriate warranty process.

Unless expressly stated otherwise, BiggBrands does not provide an independent additional manufacturer's warranty.

ARTICLE 26 – PRODUCT COMPLIANCE AND DESTINATION MARKET

The Buyer is responsible for determining whether a product may legally be:

• Imported;
• Distributed;
• Resold;
• Advertised;
• Marketed; or
• Used

in the Buyer's intended destination market.

Depending on the category and destination, requirements may include:

• Product registration;
• Import licenses;
• Local-language labels;
• Safety certification;
• Electrical standards;
• Packaging requirements;
• Environmental compliance;
• Food regulations;
• Cosmetic regulations;
• Consumer warnings;
• Marketplace compliance; or
• Other regulatory obligations.

Where BiggBrands provides certificates, declarations, specifications, or other compliance documents, such documents are provided based on information available for the relevant product.

Unless expressly agreed otherwise in writing, BiggBrands does not guarantee that a product satisfies every destination-specific resale requirement applicable to the Buyer's individual market.

ARTICLE 27 – RESALE

Products purchased through BiggBrands B2B may generally be purchased for legitimate commercial resale, distribution, or professional business use.

The Buyer must comply with any applicable:

• Brand restrictions;
• Territory restrictions;
• Marketplace restrictions;
• Export restrictions;
• Distribution restrictions; or
• Other conditions communicated before or in connection with the sale.

The Buyer must not represent itself as an authorized agent, exclusive distributor, franchisee, or representative of BiggBrands or a third-party brand unless expressly authorized in writing.

ARTICLE 28 – PRIVATE LABEL AND CUSTOM ORDERS

Private label and customized products may be subject to separate project terms, including:

• Minimum order quantities;
• Sampling charges;
• Artwork charges;
• Packaging charges;
• Tooling costs;
• Production costs;
• Production lead times;
• Printing specifications;
• Artwork approvals;
• Regulatory requirements; and
• Specific payment terms.

Once customization, sourcing, production, printing, labelling, or packaging has commenced, such orders will generally be non-cancellable and non-returnable, except where otherwise agreed in writing or required by mandatory law.

ARTICLE 29 – BUYER-SUPPLIED ARTWORK AND TRADEMARKS

Where the Buyer provides:

• Logos;
• Trademarks;
• Artwork;
• Packaging designs;
• Brand names;
• Labels; or
• Other intellectual property

for private label or customized products, the Buyer confirms that it owns or is authorized to use those materials.

The Buyer is responsible for claims arising from unauthorized intellectual property supplied by the Buyer.

ARTICLE 30 – FORCE MAJEURE

BiggBrands will not be liable for delay or failure to perform caused by circumstances outside its reasonable control, including:

• Natural disasters;
• Earthquakes;
• Flood;
• Fire;
• War;
• Terrorism;
• Civil unrest;
• Epidemics or pandemics;
• Government action;
• Sanctions;
• Customs restrictions;
• Import or export restrictions;
• Labor disputes;
• Port closures;
• Carrier interruptions;
• Transportation shortages;
• Cyber incidents;
• Utility failures; or
• Material supplier disruption.

Where such an event occurs, the affected performance period may be extended for the duration of the event where appropriate.

If performance becomes commercially or legally impossible for an extended period, BiggBrands may cancel the affected portion of the order and refund amounts paid for products that will not be supplied.

ARTICLE 31 – LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, BiggBrands will not be responsible for indirect, incidental, consequential, special, or purely economic losses arising from a B2B transaction.

This may include loss of:

• Profit;
• Revenue;
• Business opportunity;
• Marketplace ranking;
• Contracts;
• Customers;
• Data;
• Reputation; or
• Goodwill.

Nothing in this Agreement excludes or limits liability to the extent that such exclusion or limitation is prohibited by mandatory law.

ARTICLE 32 – CONSUMER RIGHTS WHERE MANDATORILY APPLICABLE

BiggBrands B2B is intended primarily for professional and commercial purchasers.

Accordingly, consumer-specific rights, including statutory distance-selling withdrawal rights, do not automatically apply to every B2B order.

However, where a particular Buyer legally qualifies as a consumer and mandatory consumer-protection legislation applies to the transaction, nothing in this Agreement limits any non-waivable statutory rights of that Buyer.

Under Türkiye's current distance-contract framework, qualifying consumers generally have a 14-day withdrawal period, subject to the applicable statutory conditions and exceptions. Ticaret Bakanlığı

Where such mandatory withdrawal rights apply, refunds must be handled in accordance with the applicable legislation. Current Ministry guidance states that qualifying consumer refunds following withdrawal are generally required within 14 days under the applicable distance-sales framework. Ticaret Bakanlığı

ARTICLE 33 – PERSONAL DATA

Personal data collected in connection with:

• Account registration;
• Quotations;
• Orders;
• Payments;
• Shipping;
• Customer service; and
• Other transactions

will be processed in accordance with the BiggBrands B2B Privacy Policy and applicable data-protection requirements.

ARTICLE 34 – ELECTRONIC RECORDS AND COMMUNICATION

The Buyer agrees that communications concerning an order may be made electronically, including through:

• E-mail;
• Website account;
• Electronic invoice;
• Order confirmation;
• Electronic quotation; or
• Other agreed electronic communication methods.

Electronic records relating to the transaction may be retained by BiggBrands in accordance with applicable legal and business requirements.

ARTICLE 35 – AMENDMENTS TO AN ORDER

Once an order has been accepted, changes requested by the Buyer are subject to BiggBrands' approval.

Changes to:

• Products;
• Quantities;
• Shipping method;
• Delivery address;
• Packaging;
• Labelling;
• Private label specifications; or
• Other order conditions

may result in changes to:

• Price;
• Delivery time;
• Freight;
• Production time; or
• Other commercial conditions.

ARTICLE 36 – SUSPENSION OF ORDERS OR ACCOUNT

BiggBrands may suspend an order or Buyer account where reasonably necessary due to:

• Overdue payment;
• Fraud concerns;
• Chargebacks;
• Incorrect company information;
• Repeated refused deliveries;
• Material breach of these terms;
• Intellectual property violations;
• Compliance concerns; or
• Other significant legal, financial, or security risks.

Outstanding payment obligations remain payable following suspension.

ARTICLE 37 – SEVERABILITY

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will continue to apply to the fullest extent permitted.

ARTICLE 38 – CONTRACTUAL DOCUMENTS

This Agreement should be read together with:

• BiggBrands B2B Terms and Conditions;
• Privacy Policy;
• Cookie Policy;
• Shipping Policy;
• Returns Policy;
• Relevant quotation;
• Order confirmation;
• Proforma invoice;
• Commercial invoice; and
• Any separately executed agreement relating to the transaction.

A separately signed or expressly accepted commercial agreement may override the corresponding provisions of this general Online Sales Agreement where the documents conflict.

ARTICLE 39 – REQUESTS, CLAIMS AND CUSTOMER SUPPORT

Questions, order enquiries, claims, and other communications may be submitted to:

BIGGBRANDS E-TİCARET HİZMETLERİ VE İHRACAT A.Ş.

Rüzgarlıbahçe Mah. Bozkurt Sok. No:3/19
Acarlar İş Merkezi F Blok K:8
Kavacık 34805 İstanbul / Türkiye

Telephone: +90 216 538 52 68
E-mail: info@biggbrands.com
Website: www.biggbrandsb2b.com

ARTICLE 40 – ACCEPTANCE

Before submitting an order, the Buyer is expected to review:

• The selected products;
• Quantities;
• Prices;
• Applicable taxes;
• Shipping costs;
• Payment method;
• Delivery information;
• This Online Sales Agreement; and
• Other applicable commercial terms.

By completing and submitting the order through the BiggBrands B2B platform, the Buyer confirms that the order information is accurate and that the Buyer accepts the terms applicable to that transaction.

Order Number:
Payment Method:
Delivery Address:
Delivery Contact:
Billing Address:
Shipping Cost:
Order / Agreement Date: