1. General provisions

1.1. This document is an official proposal (public offer) of LLC "BRANDS UA", EDRPOU code 45729609 (hereinafter referred to as the "Platform Operator" or "Brands.ua"), to conclude a contract for the sale of goods with any individual or legal entity (hereinafter referred to as the "Buyer") on the terms of this offer.

1.2. Acceptance of the offer (order placement and/or payment) means full and unconditional acceptance of its terms without signing a written copy. The offer is concluded in electronic form in accordance with the Civil Code of Ukraine and the Law of Ukraine "On Electronic Commerce" and is equivalent to a contract concluded in writing.

1.3. The current version of the offer is published on the Brands.ua website. In case of changes, the version published at the time of acceptance of a specific order shall apply.

1.4. The territory of the offer is Ukraine, unless otherwise expressly stated on the product page or when placing an order.

2. Terms and definitions

Brands.ua platform – an online platform (marketplace) that places products from brands/suppliers for sale to Buyers.

Brand / Supplier – a person who transfers goods to Brands.ua for sale on a commission basis.

Buyer – a person who orders and pays for goods on the Brands.ua website.

Commission – the Platform Operator's remuneration for each successful sale, which is deducted from the amount received from the Buyer.

RRC – the recommended retail price of the product, agreed between the Brand and the Platform Operator (if available).

TTN – a consignment note confirming the shipment/transfer of goods to the Carrier or Buyer.

Carrier – postal, courier or logistics company delivering the goods to the Buyer (including, but not limited to: Nova Poshta, Ukrposhta, Meest, DHL, etc.).

Privacy Policy – a document on the Brands.ua website that defines the procedure for processing personal data in accordance with the Law of Ukraine «On Personal Data Protection».

3. Status and role of Brands.ua

3.1. Brands.ua acts as a commission agent on behalf of Brands/Suppliers: accepts orders and payments from Buyers; receives funds to its account; transfers the amount to Brands minus the Commission.

3.2. Brands.ua is not the manufacturer or owner of the product, but acts as an intermediary between the Brand and the Buyer.

3.3. Responsibility for the quality, conformity to the description, warranty obligations and timely shipment of the goods lies with the Brand/Supplier.

3.4. The Brand is not responsible for the actions of the Carrier after the goods are transferred to it.

3.5. The platform operator is obliged to sell the goods at a price not lower than that specified in the Specification/agreed as the RRC (if such an agreement exists).

4. Order processing and payment procedure

4.1. The buyer selects the product, places an order on the website and makes a payment to the Brands.ua account.

4.2. Payment is considered made from the moment the funds are credited to the Brands.ua account.

4.3. The transfer of funds to the Brand is carried out before the Brand sends the goods to the Buyer and is a mandatory condition for such sending. The Brand does not send the goods until the corresponding amount is received from Brands.ua.

4.4. The «Balance of Amount» transferred to the Brand means the difference between the actual amount paid by the Buyer and the Brands.ua Commission and other expenses agreed in writing (if any).

4.5. Settlements are made in hryvnia. The RRC and the purchase price are fixed in the Specification (appendix) and/or in information materials agreed upon by the Parties.

5. Delivery of goods

5.1. After receiving funds from Brands.ua, the Brand/Supplier ships the goods: (a) directly to the Buyer, if the order contains goods from one Brand; or (b) to the Brands.ua warehouse - if the order contains several Brands (consolidation).

5.2. Logistics costs are borne by the Buyer, unless otherwise specified on the product page or when placing an order.

5.3. Shipping times: up to 3 (three) business days for goods in stock; up to 14 (fourteen) calendar days for goods made to individual measurements.

5.4. The Supplier is obliged to transmit the TTN to Brands.ua in electronic form no later than 1 (one) business day from the moment of actual shipment of the goods.

5.5. If the product is delivered to the Brands.ua warehouse, each order must be packaged exclusively with products from one Brand/assortment. Adding third-party products to the packaging is not allowed.

5.6. Goods of proper quality are not subject to return or exchange in accordance with the Resolution of the Cabinet of Ministers of Ukraine No. 1243 dated November 1, 2024 (subject to the conditions specified in this resolution).

5.7. The risk of accidental loss/damage to the goods passes to the Buyer from the moment the goods are transferred to the Carrier.

6. Product publishing and management

6.1. Brands.ua places and describes products, updates prices and balances, carries out promotions, processes orders and communicates with the Buyer.

6.2. Brands transmit information and photos of products through agreed communication channels. Brands.ua has the right to make editorial revisions to descriptions without distorting essential characteristics.

7. Commission and calculations

7.1. The amount of the Commission is agreed in the relevant agreements/appendices with the Brand.

7.2. The Commission withheld is a payment for promotion, administration and order processing services.

7.3. The "Remaining Amount" before transferring to the Brand is determined by clause 4.4 of this Offer.

8. Rights and obligations of the parties

8.1. Brands.ua: 

– timely transmits information about orders to Brands;

– transfers funds to Brands minus the Commission within the agreed terms; 

– provides information on sales within the framework of commercial agreements.

8.2. Buyer: 

– provides correct contact details; 

– pays for orders on time; 

– accepts the delivered goods; 

– complies with the rules of use of the site.

8.3. Brand/Supplier: 

– provides goods of proper quality; 

– makes timely shipments; 

– complies with labeling, warranty and safety requirements; 

– provides TTN within the terms specified in clause 5.4.

9. Guarantees, returns and exchanges

9.1. Return/exchange is carried out in accordance with the legislation of Ukraine and the rules published on the Brands.ua website.

9.2. The return/exchange procedure is coordinated by Brands.ua; mutual settlements for returns are made taking into account the Commission and actual delivery costs.

10. Responsibility of the parties

10.1. Brands.ua is not responsible for delays or improper delivery caused by the actions of the Brand/Supplier or Carrier.

10.2. The Brand/Supplier is responsible for the warranty, quality and completeness of the goods.

10.3. Brands.ua is not responsible for the content (descriptions, photos, characteristics) provided by the Brand; the Brand guarantees the availability of rights to use it.

10.4. Limitation of liability: Brands.ua's aggregate liability for any order shall not exceed the amount paid by the Buyer for the relevant order.

11. Force majeure

11.1. The Parties are exempt from liability for failure to fulfill obligations due to force majeure circumstances.

11.2. Force majeure circumstances include, in particular: military actions, mobilization, terrorist acts, epidemics/pandemics, fires, floods and other natural disasters, strikes, blockages of transport routes, decisions/actions of government authorities, failures of payment systems/providers, prolonged power outages or other events beyond the reasonable control of the Parties.

11.3. The Party affected by force majeure must notify the other Party by e-mail within 5 (five) calendar days, indicating the nature of the circumstances and their expected duration, and provide documentary confirmation (in particular, a certificate from the Ukrainian Chamber of Commerce).

11.4. For the period of force majeure, the performance of obligations is suspended without the application of penalties.

11.5. If force majeure lasts more than 60 (sixty) calendar days, each Party has the right to terminate the Offer unilaterally without penalty, by notifying the other Party.

12. Privacy and personal data

12.1. The Parties are obliged to maintain the confidentiality of information obtained during the execution of the Offer during its validity period and for 12 months after termination.

12.2. Personal data is processed in accordance with the Privacy Policy published on the Brands.ua website.

13. Intellectual property

13.1. All content of the site (texts, photos, design) belongs to Brands.ua or is used on legal grounds; its copying is prohibited without the consent of the copyright holder.

13.2. The brand grants Brands.ua the right to use its name and logo solely for the purpose of promoting products on the platform.

14. Dispute Resolution

14.1. Disputes are resolved through negotiations and electronic correspondence. In the event of failure to reach an agreement, the dispute shall be subject to consideration by the courts of Ukraine at the location of the Platform Operator.

15. Change of offer

15.1. Brands.ua has the right to change the terms of this Offer by publishing a new version on the website. Changes do not affect already accepted orders.

16. Term and termination

16.1. The offer comes into force from the moment of publication on the Brands.ua website and is valid until its withdrawal/replacement.

16.2. Each Party has the right to terminate the Offer by notifying the other Party at least 14 calendar days in advance. Termination does not affect orders already accepted for execution.

17. Details of the Platform Operator

LLC "BRANDS UA", EDRPOU code 45729609

Location: 81133, Ukraine, Lviv region, Lviv district, Porshna village, Shevchenko st., 64

tel. +380930076124

Email: brands.uaa@gmail.com

Website: brands-ua.com

IBAN: UA713220010000026002700004581