Author: Jakub Chlebiej

Back in 2003, a Polish band sang in German that “there are no borders.” They had a point! But here we are in 2024, and your e-commerce opportunities are even broader: you can sell online to more than just three people (or as we might say, Ich Więcej), and far beyond just Germany! 🌍 

Now, let’s dive into the key legal aspects of selling services and products abroad. The essential documents to ensure your e-commerce is fully compliant include:
• 📜 online store terms and conditions
• 🔐 privacy policy (GDPR information and cookie obligations)
• ✉️ newsletter terms (if applicable)
• 🔄 return and refund policy 

📜 Online Store Terms and Conditions
The most important document to start with when setting up your online store is the terms and conditions. While it can be a bit complex, it’s essential to include the following to make your life easier and ensure legal compliance:
• ⚖️ Applicable Law – you choose the governing law. For a Polish store, it’s easiest and safest to select Polish law. Be sure to state that this choice doesn’t deprive consumers of protections under their local laws.
• 🛒 Available Services – clearly outline what customers can do, like creating accounts, signing up for newsletters and making purchases.
• 💸 Sales Agreement Terms – a key section. Specify operating hours, accepted currencies, payment methods, order processing and taxes.
• 🚚 Delivery Terms – cover shipping costs, available delivery options and order fulfillment times.
• 🔄 Conditions for Making Complaints – define a clear complaint procedure, including customer rights and time limits.
• 🤝 Alternative Dispute Resolution (ADR) – mention available ADR options, even if not mandatory.
• 📝 Model Documents – consider including templates for complaints or contract withdrawals. 

🔐 Privacy Policy: GDPR Information Obligations and Cookies
Meeting GDPR requirements, especially regarding personal data and cookies, is crucial. Your privacy policy should clearly explain:
• Who you are and how you process customer data,
• What rights customers have regarding their data,
• What data is collected, why, on what legal basis and for how long,
• Who has access to the data.
Moreover, in a separate document, explain what cookies are, the types you use and their purpose on your website. 

✉️ Newsletter and Return/Refund Policies
Don’t overlook these key documents, especially if you’re selling internationally. It’s essential to provide them in English as well. 📄 

🚫 Geoblocking
Geoblocking restricts access to certain websites based on a user’s location or residence. However, regulations now prohibit this kind of discrimination in EU commerce. A notable example is streaming platforms like Netflix, where content availability can vary by country. 🌍  

📝 Online Consent Practices
Despite EU-wide regulations, different countries follow varying practices when it comes to obtaining consent for personal data processing or sending newsletters. 

🚀 Summary
Carefully preparing your e-commerce documentation is the first step toward success. Well-structured documentation helps avoid disputes with customers and fosters a positive company image. If you need consultation, feel free to reach out to us! 📞 

📌 Running an online store without processing customers’ personal data isn’t just impossible; it’s also impractical. What you need to know is that processing this data is regulated by the EU’s General Data Protection Regulation (GDPR). This includes collecting, recording, storing, modifying, sharing and deleting your customers’ personal data. You’ve likely heard of GDPR—since it came into effect in 2018, those information clauses seem to pop up everywhere, even from your fridge. 

To comply with the law, you must include the following in your e-commerce platform: 

• an information clause or privacy policy, and 

• in certain situations, consent clauses for data processing. 

As a business owner, you need to inform customers that you’re processing their data no later than when you collect it, or within a reasonable timeframe if you obtain it through a third party. In practice, you can do this during account creation, when placing an order, submitting an inquiry via a contact form or signing up for a newsletter. 

📌  You have a few options for meeting the information obligation. You can: 

• provide all the necessary details at each data collection point, or 

• include brief references at these points that direct customers to your privacy policy, which outlines the data processing procedures for your store in detail. 

👉 In practice, the second option is most chosen. It’s simpler and significantly reduces the amount of text at each point where customers may provide their data. 

Remember that obtaining consent for data processing isn’t always necessary or appropriate and sometimes it can be a mistake. In e-commerce stores, you often see checkboxes for consent to process personal data, such as for order fulfillment. However, this approach isn’t correct. Provisions allow for different bases for data processing, one of which is the necessity to fulfill a contrac – like delivering the goods a customer has ordered. In such cases, asking for additional consent for the same purpose can create more issues than benefits. 

For What Purposes Can You Use Customer Data? 💻

Customer data is typically processed for creating accounts, fulfilling orders and conducting statistical and marketing activities. Provisions are quite flexible and do not define specific purposes for data processing. 

 📲 However, you should keep in mind that customer data should: 

• Not be collected “just in case”, but only for clear and specific purposes that you define at the time of collection. 

• Be collected only to the extent necessary to achieve those purposes—avoid gathering more data than you actually need. 

• Be stored only for as long as necessary. 

• Be kept secure—most significant fines (yes, GDPR violations can result in hefty penalties) come from security breaches, which can also severely damage your reputation and erode customer trust. Furthermore, customers should be aware of how their data will be used. Ensure they are informed by including an information clause at the point of data collection. 

📌 How to Increase Sales by Streamlining the Path to Purchase 

Aim to create a user-friendly path to purchase by minimising unnecessary content. Collect the shortest consents possible and reduce the required information obligations. This will help keep customers on your site longer and encourage them to complete their purchases. 

Although provisions require various pieces of information during the path to purchase process, you can simplify this by avoiding complex legal language. Clear and straightforward messages will be more appreciated by your customers. 

Example 

A provision might require consent for “the use of telecommunications equipment for direct marketing purposes, in the form of text messages sent to the mobile phone number provided below, in accordance with the Telecommunications Law Act of 16 July 2004 (Journal of Laws No. 171, item 1800). 

You can simplify this to: “I hereby consent to receive SMS newsletters at the phone number provided.” 

Do you see the difference? 😊 

You have similar opportunities for simplification, such as with the GDPR-required information clause. Instead of crowding the path to purchase process with lengthy details, you can use brief references or hyperlinks that direct customers to more comprehensive information in your privacy policy. Don’t let data processing information overwhelm the path to purchase experience!  

👉 New Sales Channels, Same Consents and Customer Accounts 

Yes, it’s possible, but you need to check your existing documents to make sure they cover your new activities. If your agreement with the customer only covers an account on a specific website, setting up an account in a mobile app will require updating the consent, which means you’ll need to revise the terms of service. Once the consent is updated, the customer can use their account in the mobile app without having to re-register. 

In addition to the terms of service, review the GDPR-required information clause provided to the customer. Ensure that it’s broad enough to cover the new channel. If not, it will need to be updated. 

👉 Data Collected Online and In-Store Operations 

You might wonder if data collected from your online store can also be used for your stationary stores. The answer is yes. For instance, if you’ve implemented a loyalty program offering discounts, promotions or rewards redeemable in your stationary stores, you can include online purchases in this program. Similarly, if you want to carry out marketing activities in your stationary stores based on consents collected online, that’s also allowed. Applicable provisions support these practices. 

Typically, consents obtained for data processing in e-commerce for marketing purposes are also sufficient for running marketing campaigns in your stationary store. 

The same applies to newsletter consents. If you have consent for a newsletter related to your online store, you can also include information about your stationary business. The goal is to obtain consent for a “general” newsletter that promotes your products or services. Ensure that the information you provide is broad and not limited to just the online store. This is important because customers need to be aware that their data collected through the online store will also be used for purposes related to your stationary business. 

Overwhelmed by consents, data and clauses? No worries. Reach out to LBKP, the new technologies law experts who crafted the legal section of our guide. They’ll be happy to help with any questions you have. 

B2B, B2C – sounds a bit like chemical formulas, doesn’t it? 🧪 Don’t worry, running an e-commerce business isn’t nearly as complicated as conducting scientific experiments 😊. However, if you’re planning to launch an online store, it’s important to have a basic understanding of Business-to-Business (B2B) and Business-to-Consumer (B2C) sales channels, as well as selling to quasi-consumers. The key difference between these channels? It’s all about who your target audience is. Selling to businesses and individual customers may have some similarities, but they’re actually quite different. Then there’s selling to entrepreneurs, who, in certain cases, might be treated like consumers. The differences between these sales channels touch on many areas, like communication and marketing strategies, the buying process, pricing and payment methods. But the most important thing to remember as you start your e-commerce business—and what we’ll focus on now—is that B2B and B2C sales come with different legal requirements that will shape how you run your online store. 🛍️  

How does it impact your shop whether your customer is a consumer or a business? 🤔 

The general rule is that in B2B transactions, the seller has more flexibility. This means that the B2B relationship, being a professional one (seller – business and buyer – business), does not include the protective measures afforded to consumers as the weaker party in a contract. Consequently, sellers are subject to fewer strict regulations that enforce specific solutions and customer rights can be shaped more flexibly. However, this changes when you identify that the buyer of your goods or services is a consumer—someone purchasing for personal use rather than for their business or professional activities. 🛒 

In both cases, the terms outlining your mutual rights and responsibilities—those of you as the seller and those of your customers, whether they are businesses or consumers—should be included in your shop’s terms and conditions. You don’t need to create separate terms for each sales channel (although you could). It’s sufficient to clearly outline the rights of both consumer customers and business customers within a single set of terms and conditions. 📜 

What issues should you address depending on whether the buyer is a business or a consumer? 🧐 

Unfair contract terms 🚫 

The first issue is “unfair contract terms.” According to the regulations, if a particular clause in a contract with a consumer was not individually negotiated, it does not bind the consumer if it creates an imbalance in their rights and obligations, contrary to accepted principles of morality and severely undermines their interests. 

Examples of unfair clauses include: 

• A clause that requires the consumer to cover the cost of shipping in order to file a complaint about the purchased goods. 

• A provision allowing the business to change the shop’s terms and conditions at any time and without needing to provide a reason for the changes. 

Before drafting your store’s terms and conditions, check the list of unfair clauses to make sure that none of the terms you plan to include are on it. Use common sense—if a clause seems “unfair,” abuses the seller’s position or removes rights that consumers would normally have, you’re treading on thin ice. 🧊 

The right of withdrawal 🛑 

You’ve shopped online as a consumer many times, so you’re familiar with the fact that in B2C sales, customers have the right to withdraw from the purchase within 14 days. A business cannot limit this right for consumers, except in a few specific situations. However, the rules are different when you’re selling your goods to another business. 

Of course, you can provide the buyer—who is a business—with the right to withdraw from the contract or to return/exchange goods (as many established e-commerce businesses do). However, in such cases, these rights will be governed solely by your sales policy, and you can tailor them to fit the needs of your shop. 🛍️ 

 Warranties and complaints 🛠️ 

The biggest differences between B2B and B2C sales are found in the area of customer rights related to warranties for defects in the sold goods (or, for consumer sales after 1 January 2023, regarding non-conformity with the contract). In B2B sales, a business can generally define the customer’s rights as it sees fit. However, in B2C sales, an online shop must ensure that consumers can exercise their statutory warranty rights. ⚖️ 

Information Obligations 📝 

Last but not least, in B2C sales, the Consumer Rights Act requires online businesses to provide consumers with a range of information, including: 

• the characteristics of the product being sold 

• its price 

• the consumer’s rights related to the purchase 

• contact details of the business 

This has a significant impact on the shopping experience. While you will also need to provide information to clients in B2B sales, often similar to what is required in B2C, the obligations regarding the scope and detail of the information are much less stringent in the B2B context. 

Can a business be a consumer? 🕵️‍♂️ 

Here’s a little exception 😉 Until 31 December 2020, the distinction between consumers and businesses was clear and straightforward. However, since 1 January 2021, a new, third category has been introduced: the “entrepreneur with consumer rights.” 

Who is this? 🤔 

This applies to sole proprietors—individuals running a sole proprietorship registered in the CEIDG—who enter into a sales contract with a business if the contract is directly related to their business activity but indicates that it is not of a professional nature for them. 

Examples: 

• a lawyer buying a printer for their office 🖨️ 
• a doctor purchasing a car to commute to work at the hospital 🚗 
• an architect buying a coffee machine for their office ☕ 

For such clients, you’ll need to ensure they are treated as consumers in your shop. However, to reassure you, in the event of a dispute, the buyer will have to prove that they qualify as an entrepreneur with consumer rights.

Note! ⚠️ 

In practice, you might see the term “prosumer” used to describe entrepreneurs with consumer rights. However, keep in mind that “prosumer” is also used in the Renewable Energy Sources Act to refer to someone who both produces and consumes what they have created (e.i. electricity). So, don’t confuse these two types of prosumers! ⚡ 

Does it sound complicated? It can be—creating a comprehensive and compliant set of terms and conditions for your online shop isn’t the simplest task, but it’s definitely achievable! If you need help, contact LBKP, the e-commerce experts who put together the legal section of our guide. 📚