AB Online

QUESTIONNAIRE
In accordance with the intended cooperation of AB S.A. and the Company, within which the parties may enter into contracts of sale of goods offered by AB S.A., the Company provides to AB S.A. following information and Company agrees on the conditions stated below:

Company name*:

Full company name

Please provide the full name of the company including the names of the owners (if applicable). The name should not contain quotes or quotations.

Legal form*:

Sole trader: one individual. Partnership: two or more individuals.

Registered office address*:

Phone number*:

With the country code e.g. +49

Address for delivery (when different from the registered office address):

Delivery adress phone number:

With the country code e.g. +49

Tax number*:

Registration number (optional):

Corporate e-mail address*:

E-mail

Website:

What products or brands are you looking for?*:

Products or brands

Acceptance of the electronic invoices (applicable only to companies established in the EU)*:

E-mail

Electronic invoice means an invoice containing the information required by Directive 2006/112/EC of the COUNCIL of November 28, 2006 on the common system of value added tax, issued and received in any electronic format. The use of electronic invoices requires the acceptance of the invoice recipient.

I accept issuing and sending (icl making available) Electronic Invoices sent by AB more..

Beneficial Owner*:

Name

Surname

The Client declares that the Client’s beneficial owners are the natural persons listed above. The Client is obliged to inform AB S.A. immediately of any changed of the Client's beneficial owners.

Within the meaning of the Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing, amending Regulation (EU) No 648/2012 of the European Parliament and of the Council, and repealing Directive 2005/60/EC of the European Parliament and of the Council and Commission Directive 2006/70/EC, beneficial owner means any natural person(s) who ultimately owns or controls the customer and/or the natural person(s) on whose behalf a transaction or activity is being conducted and includes at least: (a)in the case of corporate entities: (i)the natural person(s) who ultimately owns or controls a legal entity through direct or indirect ownership of a sufficient percentage of the shares or voting rights or ownership interest in that entity, including through bearer shareholdings, or through control via other means, other than a company listed on a regulated market that is subject to disclosure requirements consistent with Union law or subject to equivalent international standards which ensure adequate transparency of ownership information. A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the customer held by a natural person shall be an indication of direct ownership. A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the customer held by a corporate entity, which is under the control of a natural person(s), or by multiple corporate entities, which are under the control of the same natural person(s), shall be an indication of indirect ownership. This applies without prejudice to the right of Member States to decide that a lower percentage may be an indication of ownership or control. Control through other means may be determined, inter alia, in accordance with the criteria in Article 22(1) to (5) of Directive 2013/34/EU of the European Parliament and of the Council; (ii)if, after having exhausted all possible means and provided there are no grounds for suspicion, no person under point (i) is identified, or if there is any doubt that the person(s) identified are the beneficial owner(s), the natural person(s) who hold the position of senior managing official(s), the obliged entities shall keep records of the actions taken in order to identify the beneficial ownership under point (i) and this point.

Persons authorized to represent the Company*:

Name

Surname

Function

Information (e.g. CEO, owner, member of the management board)

If only one person is entered in the "Persons authorised to represent the Company", select "independent". If more than one person is entered in the "Persons authorised to represent the Company":
- select "independent" if each of these persons may represent the Company alone (e.g. each member of the management board may represent the Company alone).
- select "collective" if the cooperation of at least two persons is required to represent the Company (e.g. the Company is represented by two management board members jointly or by a single management board member together with a proxy).
- select "other" if the way of representation is different than that described above.

Enter all persons authorized to represent the Company.

Attachments:

Extract from the national commercial register showing the persons authorized to incur liabilities more..

Document confirming VAT taxable status

I authorize the persons indicated below to place orders under the terms of the Orders questionnaire

You do not need to print this document. The terms and conditions of the Orders questionnaire will be automatically attached to the registration questionnaire when you mark the checkbox.

Persons authorized to place orders*:
(Sales Portal’s user who has the right to use the Sales Portal and has access to its functionalities, under the terms of the Sales Portal’ Regulations)

Name

Surname

E-mail

ID number

Function

Information (e.g. CEO, owner, member of the management board)

Admin - can add new users and delivery addresses.

Phone number (with the country code e.g. +49)

Please enter your mobile phone number, we send a text message with a code to confirm your identity when placing an order.

Original or a duly certified copy, by the Client or by authorised person/-s of valid transcript from more..

Download, sign and submit the registration form

How to sign correctly

Other

The questionnaire must be signed by hand with a legible signature (in ink and block letters) stating the authorised representative's first and last name, or with the representative's electronic signature (e.g. DocuSign).

If the attachments to the questionnaire are provided in language other than English, AB may accept them provided that they are provided in a form that allows for copying and translation of the text through publicly accessible websites. If copying and translation of the text is not possible, the Company should provide the attachments to the questionnaire to AB with a translation into Polish or English language.

The Client declares that, to the best of their knowledge and belief, the information given in this questionnaire and copies of documents required by this questionnaire are true, correct, and complete.
All statements of intent contained in this questionnaire shall be binding more..

All statements of intent contained in this questionnaire shall be binding on the Client and the Client agrees that the persons making statements of intent in the form of the questionnaire on its behalf are authorised to make such statements on its behalf unless it is proven that such declaration has been made by an identified unauthorised person known by name who bears responsibility for acting as alleged representative.

Subject to contrary contractual provisions, the Client may submit instructions only in documentary form, with signatures of authorised persons, in accordance with the information indicated in the questionnaire and the representation manner specified therein.

If the Client will not pay the invoice in accordance with the payment term determined by the AB S.A. on the invoice, AB S.A. will be entitled to statutory interests for late payments and compensation for the recovery costs. The statutory interests and compensation for the recovery costs shall be determined in accordance with the Polish law.

Client and AB S.A. agree that any dispute arising from the sales contracts concluded between the Client and AB S.A. is submitted to the jurisdiction of the court competent for the AB S.A.'s registered seat (in Poland).

The sales contracts, which will be concluded between Client and AB S.A. are subject to Polish law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the sales contracts concluded between the Client and AB S.A..

The Client declares that the indicated e-mail address is the address to which correspondence related to the cooperation of the parties should be addressed by AB S.A.

Products distributed by AB S.A. may be subject to export restrictions. The Client shall comply with applicable export control restriction laws and sanctions applicable to goods purchased by the Client from AB S.A., including US economic sanctions and export laws and regulations. In particular, the Client declares that, in connection with its commercial cooperation with AB S.A., it will not enter into contracts or otherwise do business with any third party or in any sanctioned country or territory (including but not limited to North Korea, Iran and other countries or restricted territories) that are the subject or target of any financial and economic sanctions or trade embargoes imposed by the government of Poland, the EU, the US government or other national governments, including but not limited to those imposed by the US government through the Office of Foreign Assets Control ( "OFAC") of the U.S. Department of the Treasury, Bureau of Industry and Security ("BIS") of the U.S. Department of Commerce or the U.S. Department of State, United Nations, European Union or United Kingdom Security Council (collectively "Sanctions") without first obtaining the required license or other government authorisation or in any way that would result in breach of the sanctions by the Client, AB S.A. or manufacturer of products purchased by the Client from AB S.A.. The Client shall immediately inform AB S.A. if the Client, a member of the Client’s governing body, an employee or a subsidiary of the Client, as well as the Client’s shareholder is subject to Sanctions. Products supplied to the Client by AB S.A. may not be used for any of the following activities: (i) military end use, including any activities related to: (A) weapons of mass destruction related activities; (B) nuclear chemical or biological weapons, (B) missile production; (ii) terrorist activities, as well as other activities specified by applicable laws or sanctions.

The Client shall not sell, supply, transfer, export or re-export, directly or indirectly, any goods or services purchased under or in connection with the cooperation with AB S.A. if such action is subject to restrictions resulting from applicable export control restriction laws and sanctions, including but not limited to US economic sanctions and export laws. The prohibition referred to in the preceding sentence shall apply in particular to sales, deliveries, transfers, exports and re-exports any goods or services to the Russian Federation or for use in the Russian Federation, including the goods that fall under the scope of Article 12g of Council Regulation (EU) No. 833/2014 concerning restrictive measures in view of Russia's actions destabilizing the situation in Ukraine and to Belarus or for use in Belarus to the extent referred to in the provisions of Council Regulation (EC) No. 765/2006 concerning restrictive measures in view of the situation in Belarus and its involvement in Russia's aggression against Ukraine, and Article 4 of Council Regulation (EU) 2022/265 concerning restrictive measures in response to the recognition of the non-government controlled areas of the Donetsk and Luhansk oblasts of Ukraine and the ordering of Russian armed forces into those areas. The Client shall undertake its best efforts to ensure that the above mentioned prohibitions is not frustrated by any third parties further down the commercial chain, including by possible resellers. The Client shall set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by possible resellers, that would frustrate the above mentioned prohibitions (hereinafter: "Sanction Clause”).

Any violation of the Sanction Clause shall constitute a material breach of the terms of cooperation with AB S.A and, in certain cases, also applicable law, and the AB S.A. shall be entitled to seek appropriate remedies, including, but not limited to:

termination of cooperation with the Client or termination of the Trade Collaboration Agreement (if applicable)
refuse to accept any purchase customer order and cancel all orders placed by Client without any liability towards the Client for doing so,
charge the Client with all the costs, disbursements, compensation and fees involved in the proceedings resulting from m the Client's violation of the Sanction Clause, if AB S.A. will be obligated to pay any amounts resulting from such violation.

The Client shall immediately inform the AB S.A. about any problems in applying Sanction Clause including any relevant activities by third parties that could frustrate the purpose of the Sanction Clause. The Client shall make available to the AB S.A. information concerning compliance with the obligations under Sanction Clause immediately, no later than two weeks of the request of such information.

The Client hereby represents that:

the Client, members of its management and supervisory bodies are not subject to any sanctions, including trade embargoes or personal sanctions, imposed by the European Union, the United Nations Security Council or the United States of America or United Kingdom of Great Britain and Northern Ireland;
no sanctioned entity is a beneficial owner of the Client within the meaning of Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purpose of money laundering or terrorist financing, amending Regulation (EU) No 648/2012 of the European Parliament and of the Council and repealing Directive 2055/60/EC of the European Parliament and of the Council and Commission Directive 2006/70/EC.

In the event of a change in any of the statuses indicated hereinabove, the Client undertakes to submit an update of the declaration within 3 days.

In accordance with the provisions of Article 42(3), (4) and (11) of the Act of March 11, 2004 on Value Added Tax and Article 45a introduced by Council Implementing Regulation (EU) 2018/1912 of 4 December 2018 amending Implementing Regulation (EU) No 282/2011 as regards certain exemptions for intra-Community transactions, Intra-Community supply of goods is subject to value added tax at a rate of 0%, if the taxpayer meets the conditions set forth in these regulations. One of the conditions is to provide evidence that the goods subject to intra-Community supply have been exported from the national territory and delivered to the customer in the territory of a Member State other than the national territory. The taxpayer should document that 1) the goods actually arrived in the territory of a Member State other than the national territory and that 2) the goods were delivered to the customer indicated on the invoice. AB S.A. applies appropriate due diligence to provide evidence of compliance with the above conditions and requires its customers (purchasers of goods) to submit additional declarations that goods subject to intra-Community supply have been delivered to them. In order to provide evidence that the receiver of goods that are the subject of an intra-Community supply of goods is the entity indicated on the invoices, AB S.A. requires its customers to confirm receipt of goods purchased from AB S.A. In addition, if the delivery was made to a logistics center (external warehouse/HUB) indicated in the order, AB S.A. requires providing a copy of a documents confirming receipt of goods from such warehouse. AB S.A. introduced this requirement based on the position presented by the Polish tax authorities.

In the event of a change in the persons authorised to represent the Client or the beneficial owners, the owners of the undertakings or their representatives and, in the case of legal persons, the persons authorised to represent them by law or by their instrument of incorporation, shall undertake to immediately inform the AB S.A. and supply the information requested.

Acting on behalf of the Client, the person(s) authorised to represent the Client hereby authorises “persons authorised to place orders” to place orders and perform the following functions and hold the following authorisations at ABOnline (online sales system, available at: www.abonline.pl, through which the Client can order goods available in the AB S.A. offer “Sales Portal”): to represent the Client in commercial relationship with AB S.A., which means (1) to determine the terms and conditions of trade cooperation with AB S.A., (2) to negotiate and conclude sales contracts with AB S.A., by submitting requests for proposals, determining conditions of sales contracts, placing orders for goods or accepting offers submitted by AB S.A. (“Power of Attorney”). Power of Attorney is valid until further notice. Polish law is the law applicable to the Power of Attorney. The Client undertakes to immediately notify AB S.A. of the expiration of the authorisations granted in this questionnaire. The Client confirms that the Sales Portal’s Regulations together with its attachments (including the documents referred to in the Sales Portal’s Regulations) (“Regulations”), have been provided to the Client before signing the questionnaire via https://www.abonline.pl/content/files/rodo/regulamin_v2_en.pdf and the Client has permanent and free of charge access to the Regulations in a form, which enables downloading, saving and printing thereof. The Client accepts the terms and conditions stated in the Regulations and Privacy Policy available on the website https://www.abonline.pl/content/files/rodo/polityka_pr_v2_en.pdf.

The Client declares that the Information on the Processing of Personal Data was provided to all persons to whom it should be addressed (in particular, persons authorised to represent the Client, beneficial owners, persons authorised to place orders).

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* - field with this symbol is mandatory to complete

Registration in AB S.A.

Attachments: