TERMS AND CONDITIONS OF SALE

Lia Bella Sp. z o.o. – B2B

Last updated: 27 August 2026

1. Scope and Business Customers

1.1. These Terms and Conditions apply to all orders, sales and deliveries made by Lia Bella Sp. z o.o., ul. Opolska 110 E, 46-070 Domecko, Poland, NIP: 9910553290, KRS: 0001079607 (“Lia Bella”, “we”, “us” or the “Seller”), unless otherwise expressly agreed in writing.

1.2. These Terms apply in particular to orders placed through the Lia Bella B2B online store, by email, through order forms, at trade fairs or sales events, through authorised sales representatives or through other agreed B2B sales channels.

1.3. Lia Bella supplies exclusively business customers acting for purposes relating to their trade, business or professional activity. Our products and services are not offered to consumers purchasing for private purposes.

1.4. By placing an order, the Buyer confirms that the order is made in connection with the Buyer’s business or professional activity and not for private purposes.

1.5. Lia Bella may request reasonable evidence of the Buyer’s business status, including company details, VAT identification number or other registration information.

1.6. Lia Bella reserves the right to refuse or cancel an order where the Buyer’s business status cannot reasonably be verified.

1.7. Access to the Lia Bella B2B online store may be restricted by password or individual approval. Access credentials are intended exclusively for the approved business customer and must not be made publicly available or transferred to unauthorised persons.

1.8. Individual written agreements, order confirmations or separately agreed commercial terms shall take precedence over these Terms and Conditions to the extent of any conflict.

2. Products and Product Information

2.1. Lia Bella sells bridal gowns and related products to professional bridal retailers and other business customers.

2.2. Product photographs, colour representations, descriptions, samples and other visual materials are provided for illustrative purposes. Colours displayed on a screen or in printed material may differ slightly from the physical product due to display settings, lighting, materials, fabric batches and normal production variations.

2.3. Minor variations in colour, fabric, lace, embroidery, beadwork, decorative elements or other details that are customary for the relevant materials or production process and do not materially affect the intended use or overall appearance of the product shall not constitute a defect.

2.4. The Buyer is responsible for verifying the selected model, size, colour, quantity and any other specifications before submitting or confirming an order.

3. Orders and Conclusion of Contract

3.1. Products, catalogues, price lists, website content, samples and products displayed in the B2B online store constitute an invitation to place an order and do not constitute a binding offer by Lia Bella unless expressly stated otherwise.

3.2. By submitting or signing an order, whether through the online store, by email, order form, at a trade fair, through a sales representative or through another agreed sales channel, the Buyer makes a binding offer to purchase the products contained in the order, subject to the cancellation provisions set out in Section 6.

3.3. An automatically generated confirmation of receipt of an online order confirms that the order has been received and does not necessarily constitute final acceptance by Lia Bella.

3.4. Lia Bella may verify product availability, pricing, the Buyer’s business status and other relevant order information before processing an order.

3.5. Lia Bella reserves the right to refuse an order for legitimate reasons, including product unavailability, obvious pricing errors, incomplete business information, suspected misuse of the B2B store or outstanding payment obligations.

3.6. Any minimum order quantities or minimum order values communicated in the online store, price lists, order forms, event conditions, offers or individual agreements shall apply to the relevant order.

4. Prices, VAT and Additional Charges

4.1. The prices applicable to an order are the prices displayed or communicated by Lia Bella at the time the order is submitted, including prices shown in the B2B online store, current price lists, individual offers or order forms, unless an obvious pricing or technical error has occurred.

4.2. Prices are displayed in the currency indicated in the relevant sales channel or order documentation.

4.3. Shipping costs are not included in the product prices or order value unless expressly stated otherwise.

Actual shipping costs are calculated separately based on the destination, shipment size, number of parcels, carrier and other relevant shipping factors.

Shipping costs may therefore be invoiced separately or added to the final invoice once the actual shipping requirements are known.

A technical checkout, order summary or automatically generated confirmation displaying shipping costs of EUR 0.00, “free shipping” or equivalent wording does not constitute an agreement that shipping is free where Lia Bella has stated that shipping costs will be calculated separately.

4.4. VAT shall be applied in accordance with applicable tax law.

4.5. For intra-Community B2B supplies within the European Union, the Buyer is responsible for providing a valid VAT identification number where required for the applicable VAT treatment.

4.6. The Buyer is responsible for the accuracy of company, billing and VAT information supplied to Lia Bella.

4.7. Where incorrect or invalid information supplied by the Buyer results in additional VAT, taxes or other charges becoming payable by Lia Bella, Lia Bella reserves the right to charge the Buyer the corresponding amount to the extent permitted by law.

4.8. For deliveries to countries outside the European Union, customs duties, import VAT, customs clearance fees and other charges imposed in the destination country shall be borne by the Buyer unless expressly agreed otherwise.

5. Payment Terms

5.1. Unless otherwise expressly agreed in writing, an advance payment of 50% of the total order value is due after the order has been placed and confirmed for processing.

5.2. Lia Bella will commence processing and place the relevant order with its supplier only after the required advance payment has been received.

5.3. The estimated production and delivery period begins only upon receipt of the required advance payment.

5.4. Unless otherwise expressly agreed, orders are generally expected to be delivered within four (4) months from receipt of the required 50% advance payment. This period is an estimated lead time and does not constitute a guaranteed or fixed delivery date.

5.5. The remaining 50% balance is due before dispatch of the relevant goods. Lia Bella will notify the Buyer when the goods are ready or scheduled for dispatch and will issue the corresponding invoice or payment request.

5.6. Lia Bella is entitled to withhold dispatch until all amounts due in respect of the goods to be dispatched, including applicable shipping costs, have been received in full.

5.7. Where an order contains several products that become available at different times, Lia Bella may make partial deliveries.

5.8. In the case of partial deliveries, Lia Bella may issue partial invoices and require payment of the outstanding balance attributable to the products concerned before each partial delivery is dispatched.

5.9. Unless otherwise agreed, payments shall be made by bank transfer to the bank account specified by Lia Bella.

5.10. Payment is deemed received when the relevant amount has been credited to Lia Bella’s designated bank account.

5.11. The Buyer should include the order number, invoice number or other payment reference specified by Lia Bella when making payment.

6. Cancellation and Changes to Orders

6.1. The Buyer may cancel an order within seven (7) calendar days from the date on which the order was placed.

6.2. A cancellation made within this seven-day period does not require Lia Bella’s consent.

6.3. Where an advance payment has already been received for an order validly cancelled within the seven-day period, the advance payment shall be refunded.

6.4. Shopify or another technical platform used by Lia Bella may offer an automated self-service cancellation function for a shorter period. The availability or expiry of such technical functionality does not alter the contractual seven-day cancellation period.

6.5. Where automated cancellation is not available or is no longer available, the Buyer must submit the cancellation request to Lia Bella in writing, including by email, before expiry of the seven-day period.

6.6. After expiry of the seven-day cancellation period, the order is binding and the Buyer has no contractual right to cancel it.

6.7. Lia Bella may nevertheless, at its sole discretion, accept a cancellation request after expiry of the seven-day period, including where production or procurement can still be stopped.

6.8. Any cancellation accepted after expiry of the contractual cancellation period constitutes a voluntary goodwill arrangement on a case-by-case basis. Lia Bella may make such cancellation subject to reasonable conditions, including retention of all or part of an advance payment, taking into account costs, commitments and losses already incurred in connection with the order.

6.9. Acceptance of a late cancellation in an individual case does not establish a precedent, customary practice or entitlement in relation to any current or future order.

6.10. Failure by the Buyer to pay an outstanding balance does not constitute cancellation of an order. Unless Lia Bella expressly accepts a cancellation, the Buyer’s contractual payment obligations remain unaffected.

6.11. Requests to change a model, size, colour, quantity or other order specification after submission of an order are subject to Lia Bella’s approval and may be refused, particularly where procurement or production has already commenced.

7. Delivery and Lead Times

7.1. Unless otherwise expressly agreed, the estimated delivery period is up to four (4) months from receipt of the required 50% advance payment.

7.2. The delivery period begins only after the required advance payment has been received by Lia Bella.

7.3. Delivery dates and lead times communicated by Lia Bella are estimates unless a specific delivery date has expressly been confirmed as binding in writing.

7.4. Production and delivery times may be affected by circumstances outside Lia Bella’s reasonable control, including supplier or manufacturer delays, availability of materials, transport disruption, customs procedures, governmental measures, force majeure or comparable circumstances. In such cases, the delivery period may be reasonably extended.

7.5. Lia Bella will inform the Buyer of significant delays as soon as reasonably practicable after becoming aware of them.

7.6. Where an order consists of several products, Lia Bella may make partial deliveries where individual products become available at different times.

7.7. Partial deliveries constitute proper performance of the relevant part of the order and may be invoiced separately in accordance with Section 5.

7.8. The Buyer is responsible for providing a complete and correct delivery address and for promptly informing Lia Bella of any relevant changes.

7.9. If a shipment shows visible transport damage upon delivery, the Buyer should document the condition of the shipment and notify the carrier and Lia Bella promptly.

8. Inspection of Goods and Complaints

8.1. The Buyer is required to inspect all delivered goods promptly and carefully upon receipt.

8.2. The inspection shall include, in particular, verification of the model, size, colour, quantity, completeness, visible condition and any reasonably identifiable defects or damage.

8.3. Any defect, damage, incorrect item, missing item or other non-conformity that is identifiable upon reasonable inspection must be reported to Lia Bella in writing within seven (7) calendar days after delivery.

8.4. A complaint should include the relevant order or invoice number, identification of the affected product, a description of the issue and, where reasonably possible, photographs or other documentation enabling Lia Bella to assess the complaint.

8.5. If the Buyer fails to inspect the goods and notify Lia Bella within the seven-day period, claims relating to defects or non-conformities that were identifiable upon reasonable inspection shall be excluded to the extent permitted by applicable law.

8.6. Latent defects that could not reasonably have been identified during the initial inspection must be reported to Lia Bella without undue delay after their discovery.

8.7. The inspection and notification limitations in this Section shall not apply where and to the extent their application is prohibited by mandatory law, including circumstances in which the Seller knowingly or fraudulently concealed a defect.

8.8. Lia Bella may, without acknowledging any legal obligation, consider complaints submitted outside the applicable notification period. Any accommodation made in an individual case is voluntary and does not establish a precedent, customary practice or entitlement for other cases.

9. Returns

9.1. As Lia Bella operates exclusively on a B2B basis, correctly supplied and non-defective goods are not subject to a general right of return or exchange.

9.2. Goods may only be returned with Lia Bella’s prior written approval.

9.3. Approved returns must be made in accordance with the return instructions provided by Lia Bella.

9.4. Lia Bella may voluntarily accept a return in an individual case. Such acceptance does not establish a general right of return or an obligation to accept similar returns in the future.

9.5. This Section does not affect claims concerning defective, damaged, incomplete or incorrectly supplied goods that have been properly notified in accordance with Section 8.

10. Handling of Valid Complaints

10.1. Where Lia Bella accepts a complaint as justified, the appropriate remedy shall be determined in accordance with the contract and applicable law, taking into account the nature of the defect and the circumstances of the case.

10.2. Depending on the circumstances, an appropriate remedy may include repair, replacement, correction, a price adjustment, credit or another solution agreed between Lia Bella and the Buyer.

10.3. The Buyer must not return goods without prior instructions or approval from Lia Bella unless mandatory applicable law provides otherwise.

11. Liability

11.1. Lia Bella shall be liable in accordance with applicable law, subject to limitations permitted in business-to-business transactions.

11.2. Lia Bella shall not be responsible for loss or damage resulting from incorrect specifications or information supplied by the Buyer, improper storage or handling after delivery, alterations made to the products after delivery or use contrary to the intended purpose of the products.

11.3. To the extent permitted by applicable law, Lia Bella shall not be liable for indirect or consequential commercial losses, including loss of profit, loss of revenue or loss of business opportunity.

11.4. Nothing in these Terms excludes or limits liability where such exclusion or limitation is prohibited by mandatory applicable law.

12. Intellectual Property, Marketing Materials and Store Access

12.1. Photographs, product images, designs, texts, trademarks, logos, catalogues and other content made available by Lia Bella through its websites, online store, catalogues, social media, marketing materials or other channels remain the property of Lia Bella or the respective rights holder.

12.2. Access to Lia Bella websites or the B2B online store does not transfer any intellectual property rights to the Buyer.

12.3. Product photographs and marketing materials may only be reproduced or used commercially by authorised Lia Bella retailers to the extent expressly permitted by Lia Bella.

12.4. Buyers must not attempt to gain unauthorised access to the B2B online store, interfere with its operation or make access credentials publicly available.

12.5. Lia Bella trademarks, logos and marketing materials must not be altered, misrepresented or used in a manner that may damage the Lia Bella brand.

13. Governing Law and Jurisdiction

13.1. These Terms and all contracts concluded between Lia Bella and the Buyer shall be governed by the laws of the Republic of Poland, excluding its conflict-of-law rules, subject to mandatory provisions that cannot lawfully be excluded.

13.2. To the extent legally permissible, disputes arising out of or in connection with the contractual relationship between Lia Bella and the Buyer shall be subject to the jurisdiction of the competent court for Lia Bella’s registered office in Poland.

13.3. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply.

14. Language

14.1. These Terms and Conditions are provided in English.

14.2. Unless mandatory applicable law requires otherwise, English shall be the governing contractual language.

14.3. Where Lia Bella provides a translation of these Terms into another language, the translation is provided for convenience. In the event of inconsistency between versions, the English version shall prevail to the extent legally permissible.

15. Final Provisions

15.1. If any provision of these Terms is found to be invalid or unenforceable, the validity of the remaining provisions shall not be affected to the extent permitted by law.

15.2. Lia Bella’s failure to exercise a contractual right in an individual case does not constitute a waiver of that right.

15.3. Lia Bella may amend these Terms from time to time. Amendments shall apply to orders placed after the amended Terms become effective unless otherwise required by applicable law.

15.4. Individual agreements expressly made between Lia Bella and the Buyer shall take precedence over these Terms to the extent of any conflict.

16. Seller Information and Contact

Lia Bella Sp. z o.o.
ul. Opolska 110 E
46-070 Domecko
Poland

NIP: 9910553290
KRS: 0001079607

Email: info@liabella.de
Telephone: +48 504 498 434