Version 1.0 dated 01 July 2024

 

Rules and Regulations for the use of the BZK Group tendering platform by contractors

§ 1. Definitions

1. Personal data controller (“Controller”) – an entity that alone or jointly with others determines the purposes and means of the processing of personal data. The Controller of personal data in the context of the Rules and Regulations is BZK Group which is responsible for the processing of Users’ personal data in accordance with the applicable legislation, including the Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR).
2. Stage – shall mean partial processes of the Procedure of a specific duration which are aimed at obtaining information, obtaining bids, negotiating the most favourable commercial conditions and price for the Principal. A Stage may mean: request for information (RFI), submission of bids, negotiations (e.g. electronic auctions). The order of the Stages may be arbitrary.
3. BZK Group (“Organiser”) – all entities over which Zbigniew Komorowski, Barbara Komorowska, Piotr Komorowski, Katarzyna Komorowska or their descendants (jointly, the “Family Members”) or a family foundation established by any of the Family Members (any of these entities individually or jointly with any of these entities), directly or indirectly, exercise control / joint control (including jointly with third parties) or over which they exercise significant influence, within the meaning of International Accounting Standards or International Financial Reporting Standards, adopted on the basis of Commission Regulation (EC) No. 1126/2008 of 3 November 2008 adopting certain international accounting standards in accordance with Regulation (EC) No. 1606/2002 of the European Parliament and of the Council.
4. Account – registered profile of a User that allows access to the functions and tools available on the Platform, maintained under an assigned e-mail address (login) and protected by a password that is a collection of resources in which data and information about their activities within the Platform are stored.
5. Contractor – natural person, legal entity, unincorporated body or organisational unit without legal personality who/which accepts the provisions of the Rules and Regulations is and registers on the Platform.
6. Commercial offer (“Offer”, “Bid”) – proposal to conclude a sales contract or contract on the provision of services, made within the framework and under the conditions laid down in the Procedure conducted on the Platform.
7. Operator – the operator and system administrator of the Platform – eB2B Service spółka z ograniczoną odpowiedzialnością sp. k. with its registered office in Warsaw (address: Al. Komisji Edukacji Narodowej 51 lok. U21, 02-797 Warsaw), entered into the Register of Entrepreneurs of the National Court Register maintained by the District Court for the City of Warsaw, 13th Commercial Division of the National Court Register under the following KRS number: 0000426361, REGON (Business Registration Number): 146200473, NIP (Tax Identification No.): 951-23-57-750.
8. Platform – the eB2B application at www.platforma.bzk.pl, an IT system maintained by the Operator, streamlining and automating the work of registering and conducting the Procedures and fulfilling the function of archiving, reporting and managing the tendering processes.
9. Procedure (“Tender”) – a single or multi-stage process conducted on the Platform in order to select the best bid from the point of view of the criteria adopted by the Principal or to obtain commercial information.
10. Rules and Regulations – this document which contains a set of rules, procedures and guidelines for tendering processes in BZK Group. It is intended to unify and structure the activities related to participation in the Procedures on the Platform, ensuring the transparency, fairness and efficiency of these processes.
11. Participant – a User who participates in the Procedure as a bidder.
12. User – an employee or representative of the Contractor or Organiser having an Account on the Platform.
13. Principal – a BZK Group company or a group of companies belonging to BZK Group for which a given Procedure is conducted.
14. Request – a form of communication in the Procedure between the Principal and the Contractor in which the Principal specifies its purchasing/sales needs in order to obtain quotations, bids or information.

§ 2. Registration

1. Registration and participation in Procedures on the Platform is free of charge.
2. Access to participate in the Procedures shall be obtained after registration of the Contractor’s and User’s account on the Platform.
3. Registration of an Account on the Platform requires:
     a. filling in of all required data in the registration form;
     b. selection of assortment groups;
     c. acceptance of the content of the documents, including the Rules and Regulations.
4. Logging into an Account is possible after acceptance of the registration and activation of the Account by setting a password.
5. The Organiser reserves the right, at its own discretion and without stating reasons, to refuse to set up an Account or to delete / deactivate an existing Account. Specifically the Organiser shall exercise this right if the User breaches the provisions of the Rules and Regulations or fails to fulfil other obligations towards the Principal.
6. The Contractor is obliged to keep the Account updated (contact, registration and other data).
7. Registration on the Platform is tantamount to the Contractor’s consent and authorisation of the Principal to use the data for purposes related to the Procedures.
8. The Contractor is entitled to submit a written instruction to delete the data.
9. Account deletion shall not affect the validity or effectiveness of any bids submitted by the User prior to the date of deleting the Account.
10. Each User has the possibility of managing in the Account settings the type of e-mails they receive from the Platform.
11. An option to enable two-factor authentication is available for Users. Bearing in mind cyber security, the Organiser recommends the use of this option.
12. The instructions for the use of the Platform are available on the Platform after logging in to the Account.

§ 3. Conditions of participation in the Procedure

1. Only natural persons of legal age may represent the Contractor during the Procedure.
2. Any and all data and terms and conditions regarding the Procedure shall be covered by trade secret of the Principal.
3. By joining the Procedure, the Contractor shall be tantamount to submitting the following statements: acceptance of the Rules and Regulations, consent to receive commercial information from the Principal and commitment to maintain confidentiality regarding participation in the Procedure, terms and conditions of the Procedure and bids submitted as part of the Procedure.
4. By participating in the Procedure, the Contractor confirms at the same time that it is not in arrears with tax payments, settles all payments due to the Tax Office (Polish: Urząd Skarbowy, US) and the Social Insurance Institution (Polish: Zakład Ubezpieczeń Społecznych, ZUS) on time, and each time at the request of the Principal undertakes to submit relevant certificates confirming the preceding sentence.
5. The Procedure may be closed or open. In the open procedure mode, all Contractors which fulfilled the formal criteria defined in the terms and conditions of a given Procedure shall be entitled to participate in the Procedure. In the closed procedure mode, only Contractors invited by the Principal and meeting the formal criteria are entitled to participate in these Procedures.
6. Actions which may hinder or destabilise the operation of the Platform are unacceptable. In the event that the Principal finds that a User engages in such actions, the Principal shall immediately cause the account of such User to be blocked, as well as take all legal action to remedy the damage caused through civil proceedings and actions provided for by criminal law.
7. The Contractor shall be bound by the last Bid submitted in the Procedure.
8. The Organiser reserves the right not to disclose the number, names of Contractors participating in the Procedure, as well as the value or rating (number of points) evaluation of the Commercial offers.

§ 4. Rules of using the Account

1. Each User is entitled to have only one Account.
2. The Contractor is responsible for any and all actions taken by its Users.
3. The right to establish and use the Contractor’s Account shall be vested exclusively in an authorised employee or representative of the Contractor.
4. The User shall be obliged to correctly secure the password and login and not to share it with unauthorised third parties.
5. In the event of a loss of control over the Account, the User shall immediately notify the Operator and the Organiser in order to block their Account, under pain of considering any and all activities performed through the Account as Contractor’s activities.
6. In the course of the Procedure, only persons authorised to represent the Contractor or persons who received the relevant powers shall be entitled to submit Bids for and on behalf of the Contractor. The Participant shall be responsible to ensure that the provisions of the preceding sentence are complied with and shall be fully liable for any breach thereof. In particular, the Contractor shall not be entitled to rely on the fact that the person who submitted the Bid through the Account did not have the right to make declarations of intent on their behalf.
7. The Participant shall ensure that Bids submitted through their Account are not submitted recklessly, by mistake, or without full awareness of the consequences of submitting the same as stipulated in the Rules and Regulations and mandatory legal provisions.
8. The Organiser shall not be held liable for any technical problems or malfunctions preventing the Participant from using their Account correctly and in particular for their inability to participate in the Procedure.

§ 5. Course of the Procedure

1. The Contractor shall be bound by the content of the submitted Bid until a written contract is concluded with the Principal (or an order is placed by the Principal) for the execution of that Bid within the time limit and on the terms and conditions specified in the terms and conditions of the given Procedure.
2. The Participant shall be responsible for the correctness of the submitted Bid, in particular it is stipulated that there is no possibility of withdrawing the submitted Bid or correcting the content thereof (including errors and mistakes) after the deadline for Bid submission without the consent of the Organiser.
3. By submitting a Bid in the course of the Procedure, the Participant confirms that the subject matter of the Request offered by the Participant is free of physical and legal defects, as well as that the Participant holds the exclusive right to dispose of it and, in the case of services, guarantees their proper performance.
4. The Principal shall select the bid on the basis of the criteria defined in the Request which, however, shall not be binding on the Principal.
5. The Organiser shall have the right to amend the terms and conditions of the Procedure or cancel the Procedure prior to its commencement and the right to cancel or withdraw from the Procedure or one of the Stages, in whole or in part, also after its completion and the right to terminate the Procedure or one of the Stages at any time without making a choice.
6. In justified cases, the Principal may repeat a Stage of the electronic auction, in particular in the event of breakdown, failure and technical problems.
7. The Contractor shall not be entitled to any claim against the Principal on account of cancellation, invalidation or premature termination of the Procedure, failure to conclude a contract or failure to place an order by the Principal.
8. Any and all costs of drawing up and submitting the Bid shall be borne by the Contractor.
9. The subject matter of the Procedure may only be legitimate products and services which are not in conflict with the law.
10. The Organiser reserves the right not to respond to the submitted Bids. Lack of response within the Bid validity period shall mean that the Bid has not been accepted for execution.

§ 6. Bid selection

1. The results of bid selection shall be subject to approval by the Principal.
2. The Principal reserves the right to invalidate the whole or part of the conducted Procedure in the event that:
     a. the price of the best bid for the Principal exceeds the amount which the Principal allocated for financing the order;
     b. placing an order is not in the interest of the Principal;
     c. the procedure has a defect which makes it impossible to conclude a valid contract.
3. The Participant shall be informed about the selection of the Bid immediately by e-mail. At the discretion of the Principal, a contract may be concluded or an order placed with the Procedure winners.
4. A contract signed by the Principal or a written order sent to the Contractor within the Bid validity period shall be the basis for the execution of the accepted Bid. Until a contract with the Contractor is signed or a written order is placed by the Principal, the Principal shall have the right to cancel the procedure in whole or in part. If this is the case, the Principal shall not be obliged to conclude a contract with the Contractor or submit a written order.
5. Orders may be submitted by authorised representatives of the Principal, both in writing and may be sent by e-mail and do not require the Principal’s signature.
6. The Contractor shall not be entitled to appeal against the results of the selection of the Bids.
7. The Contractor which is awarded the order is absolutely obliged to fulfil it with due diligence and in accordance with the terms and conditions accepted in the tender.
8. In the event that the Contractor:
   a. refuses to fulfil the order, the Principal reserves the right to charge the Contractor with an amount equivalent to the damage suffered. Notwithstanding the above, the Contractor shall be charged with a contractual penalty of 30% of the total value of the deliveries according to the order;
     b. delays in the delivery of goods or services the Principal shall be entitled to charge the Contractor with a contractual penalty in the amount of 2% of the order value for each commenced day of delay;
    c. delivers goods or provides services that do not meet the requirements specified in the tender documentation and the order, the Contractor undertakes to pay a contractual penalty in the amount of 10% of the order value and to collect the delivered goods or services immediately at their own expense, together with the obligation to issue a correcting invoice.
9. In the event that the Principal has already consumed part of the goods supplied by the Contractor or has partially used the service, the Contractor shall:
   a. issue a correcting invoice which shall constitute a relevant difference between the value of the correct order and the value of the order actually delivered. Notwithstanding the above, the Principal shall be entitled to demand the fulfilment of the order;
    b. bear all costs of damage caused by the disruption of the Principal’s work.
10. In the cases referred to in item 8, the Principal shall be entitled to withdraw from the order without setting an additional deadline within 90 days from the date of occurrence of the event entitling the Principal to withdraw from the order and to charge the Contractor with a contractual penalty for withdrawing from the order in the amount of 30% of the order.
11. In each of the cases referred to in items 8 and 9 above, the Principal shall be entitled to claim compensation exceeding the amount of the reserved contractual penalties in accordance with the general principles of the Civil Code.

§ 7. Services

1. Any statements, notices, notifications or information shall be served to the User electronically, in accordance with Article 61 § 2 of the Civil Code, to the electronic mail address (e-mail) specified by the User during registration as the service address.
2. Messages sent by the Organiser by e-mail shall be deemed effectively served to the User as of the date they reach the e-mail server, regardless of the moment when they are actually read.

§ 8. Reservations of the Principal

1. The Principal reserves the right to modify the contents of the terms of reference or specifications at any time prior to the bid submission deadline.
2. The Principal reserves the right to limit the scope of supply and to withdraw from the bid selection procedure and close the procedure without stating reasons at any stage of the procedure. The Contractor shall not be entitled to any claims against the Principal on this account.
3. Each subsequent bid submitted by the Contractor in the Procedure must be better than its best for the Principal, otherwise the Principal shall have the right to disqualify it.
4. All risks arising from bids miscalculated or mistakenly entered in the Procedure shall be borne by the Contractor.
5. The Contractor taking part in the procedure shall bear all costs related to the preparation and submission of the bid and shall not be entitled to any claims against the Principal.
6. The bid should be drawn up in Polish or in any other language if this is allowed under the terms of the procedure. The bid should be made on the Contractor’s letterhead containing, in particular, the company name, its registered office and address, tax identification number (NIP), the designation of registration court or commercial register where the company’s documentation is kept and the number under which the company is entered in the register (in the case of commercial law companies) or stamped with a company stamp containing the above data, and should be dated and signed by a person authorised to submit the bid. Each page of the bid must be initialled by the Contractor. The bid may not contain any exclusions or changes in the terms of reference or specifications. If it becomes necessary to change the terms of reference or specifications, all Participants shall be informed of this and requested to revise their bids. It is advisable that the bid also contains other additional information not included in the Request, but which the Contractor considers important for a fair evaluation of the submitted bid or which constitutes added value.
7. The bid should be submitted via the Platform and any bids submitted outside the Platform or after the closing date may not be considered for selection of the Bid.
8. The Principal reserves the discretion to select the Bid.
9. If the Contractor the bid of which was selected as the best one evades the conclusion of the contract or the fulfilment of the order, the Principal may select the best Bid from among all other valid Bids without re-evaluating them.
10. A Contractor refusing to enter into a contract or execute an order shall be charged a contractual penalty in the amount of the costs resulting from the price difference between its own bid and the bid selected by the Principal. In addition, the Contractor shall also be charged with all other costs which might arise in connection with the refusal. The Principal shall be entitled to claim supplementary damages in excess of the stipulated contractual penalty under the general rules of civil law.

§ 9. Personal data protection

1. The Contractor, by registering on the Platform, agrees to the processing of their personal data in accordance with these Rules and Regulations and applicable legislation, including the Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR).
2. In accordance with the aforementioned provision, the Principal (hereinafter for § 9 and § 10 – “Controller”), processes personal data to the extent necessary to perform the functions of the Platform, including in particular: name, surname, e-mail address, telephone number, data concerning the represented business entity.
3. The Contractor’s personal data is processed for the purpose of:
     a. enabling the use of the Platform and participation in the Procedure;
     b. performance of the contracts concluded through the Platform;
     c. communication with the Principal;
     d. fulfilment of legal obligations incumbent on the personal data Controller.
 4. The Contractor has the right to:
      a. access their personal data;
      b. personal data rectification, erasure or restriction of processing;
      c. data portability;
      d. object to the processing;
      e. withdraw their consent to the processing of their data at any time (without prejudice to the lawfulness of the processing carried out on the basis of the consent prior to its withdrawal).
5. The Controller shall not transfer the Contractors’ personal data to external entities unless this is necessary for the performance of the services provided by the Platform or required by law.
6. The Contractor’s personal data shall be stored for the period necessary to fulfil the purposes of the processing and thereafter for the period required by law.
7. The Controller undertakes to apply appropriate technical and organisational measures to ensure the protection of the Contractors’ personal data against unauthorised processing, accidental loss, destruction or damage.

§ 10. Information security

1. The Controller and the Operator undertake to apply the Information Security Policy which includes appropriate procedures and technical measures aimed at protecting the data processed on the Platform.
2. Access to the information processed on the website shall only be granted to authorised persons who are obliged to maintain the confidentiality and protection of such data.
3. The Platform is protected against unauthorised access, modification or destruction of data by means of advanced security technologies, including data encryption, firewall systems and systems to detect and counter threats and vulnerabilities.
4. The Controller shall regularly monitor and audit security systems to detect security threats and to ensure compliance with applicable regulations and industry standards.
5. In the event of a security incident, the Controller shall take the necessary steps to identify the incident, mitigate its impact and inform the relevant authorities and persons in accordance with applicable laws.

§ 11. Final provisions

1. These Rules and Regulations become binding for the User upon registration on the Platform.
2. The Organiser or Operator may suspend the Account for a definite or indefinite period if the User’s actions violate the provisions of the Rules and Regulations, negatively affect the image of the website or are otherwise detrimental to the Organiser or Operator.
3. The Procedures, as well as any and all documentation drawn up as a result thereof (invoices, notices, contracts, orders) shall be conducted or drawn up in Polish. Any and all documents provided or submitted by the Participants shall be drawn up in Polish. With the consent of the Principal, if specified in the Request, purchasing procedures in English are allowed.
4. The Principal reserves the right to amend the content of the Rules and Regulations. The Principal shall inform the Users of the amendments by posting the relevant information on the Platform or sending the relevant information to the Users via e-mail. Amendments to the Rules and Regulations shall come into force from the moment they are published on the Platform, with the proviso that they shall not apply to Procedures in progress at the time of publication of the amendment.
5. In the event of any doubt as to the content of the Rules and Regulations or the course of the Procedure, the User shall report this fact to the Organiser.
6. Any disputes arising in connection with the Procedures or subsequent contracts shall be resolved by mutual agreement. If no agreement is reached within 2 months of the dispute arising, the dispute shall be referred to the Polish public court of competent jurisdiction over the registered office of the Principal.
7. To the extent not covered by the provisions of these Rules and Regulations, the generally applicable provisions of Polish law shall apply, including in particular the Act of 23 April 1964 – Civil Code, with the reservation that the Procedures conducted on the Platform are not tenders within the meaning of the Civil Code.
8. Principals are not bound by the Public Procurement Law.