Invoicing mandate

Version 2026-10-17

Agreement on the issue of invoices on behalf of the supplier (self billing).

Parties. This mandate is granted by {seller_legal_name}, {seller_address}, registration number {seller_registration_number}, VAT number {seller_vat_number}, below the seller, to Unworn i.o., pending registration, Chamber of Commerce pending registration, VAT pending registration, which operates the platform under the name Unworn, below the platform. Unworn i.o. is a company in formation. Its founders act as its representatives and the company ratifies this mandate on incorporation.

Language. This mandate exists in Dutch, English, German, French, Spanish and Italian. It rests on Dutch VAT law; if the versions differ, the Dutch text prevails.

Contact. [email protected]

Article 1. Parties and definitions

1.1 In this mandate:

• Platform, we, us, our: Unworn i.o., trading under the name Unworn.
• Seller, you, your: {seller_legal_name}, the organisation that grants this mandate.
• Offer: a defined quantity of goods that the seller sells to a buyer through the platform. In the trade rules it is called a lot.
• Purchase order: the document the platform draws up when the seller accepts a bid, recording the goods, the price, the VAT treatment and the payment term.
• Sales invoice: the seller's invoice to the buyer for the supply of an offer.
• Credit note: a document that corrects a sales invoice in whole or in part.
• Payment institution: Online Payment Platform B.V. in Delft, a payment institution licensed by De Nederlandsche Bank.
• Working day: a day on which banks in the Netherlands are open.

Article 2. Mandate and scope

2.1 You instruct and authorise the platform to issue invoices to buyers in your name and on your behalf for supplies concluded through the platform. The platform accepts that instruction.

2.2 The mandate covers every sales invoice for an offer sold through the platform, and every credit note that follows a decision in the dispute procedure or a short delivery correction under the trade rules. It covers nothing else.

2.3 The platform issues as your agent. It is not a party to the sale, does not buy or sell the goods and never becomes their owner. The sale is concluded between you and the buyer.

Article 3. Legal basis

3.1 Article 35, first and second paragraph, of the Wet op de omzetbelasting 1968 allows an invoice to be issued in the name and on behalf of the taxable person making the supply by that person's customer or by a third party, provided the parties have agreed this in advance and a procedure exists by which the supplier accepts each invoice. This corresponds to articles 220 and 224 of VAT Directive 2006/112/EC.

3.2 This mandate is that prior agreement. Article 5 is the acceptance procedure.

3.3 The platform issues as a third party, not as the customer. Where the law requires the mention "factuur uitgereikt door afnemer" (invoice issued by the customer) on an invoice the customer issues, every invoice under this mandate states that it is issued by Unworn i.o. in the name and on behalf of the supplier under this mandate.

3.4 You remain the taxable person making the supply. This mandate moves no tax liability, filing obligation or payment obligation to the platform.

Article 4. Generation and content of the invoice

4.1 The platform generates the sales invoice when you accept a bid, from the data of the purchase order.

4.2 Every sales invoice states your legal name, address and VAT number as recorded at signature; the buyer's name, address and where applicable VAT number; invoice number, invoice date, due date and payment reference; the goods, quantities and price excluding VAT; the VAT treatment of article 4.3 with rate and amount; and the mention of article 3.3.

4.3 The VAT treatment follows from where you and the buyer are established and is stated on the purchase order:

• Domestic: you and the buyer are established in the same country. The invoice charges VAT at the national rate. Without a configured rate for your country the invoice is refused, not issued at zero.
• Intra EU supply: you and the buyer are established in different EU member states. The invoice states the zero rate, the buyer's VAT number and the mention "VAT reverse charged". The buyer's VAT number must have been validated in VIES by a consultation not older than 30 days on the invoice date; the evidence is kept with the invoice. Without a valid consultation the invoice is not issued.
• Export: the buyer is established outside the EU. The invoice states the zero rate for export. The proof of export is kept with the invoice.

4.4 Every sales invoice and credit note receives a continuous invoice number in its own series per calendar year for the documents issued for you under this mandate. A number is never reused.

4.5 A credit note refers to the sales invoice it corrects and states the reason.

Article 5. Acceptance procedure

5.1 You receive every sales invoice and credit note at issue in the portal and by mail at the mail address of the owner of your organisation.

5.2 You accept an invoice by not objecting to it within 5 working days of receipt. You object in the portal or by mail to [email protected], stating the reason.

5.3 An objection freezes the transaction: no payment is requested and no release is instructed until it is resolved. An incorrect invoice is withdrawn by a credit note and reissued, for which the period runs again. If the invoice is correct, we explain why and it counts as accepted as soon as you withdraw the objection.

5.4 An accepted invoice is your invoice for all purposes: for VAT, for your own records and towards the buyer, as if you had issued it yourself.

Article 6. Your responsibilities

6.1 You remain the supplier for VAT. You include every invoice under this mandate in your own VAT return and pay the VAT due yourself.

6.2 You warrant that your name, address, registration number and VAT number are correct at signature and that your VAT number is valid.

6.3 If any of those details change, you inform us before your next offer goes live. A change of name or VAT number requires a new mandate; until it is signed, no new offer goes live.

6.4 You keep your own copy of every invoice and credit note for 7 years after the end of the calendar year of issue.

Article 7. The platform's responsibilities

7.1 The platform generates every invoice correctly and completely from the purchase order and the details recorded at signature, delivers it to you and to the buyer, keeps the numbering continuous and keeps a copy for 7 years.

7.2 The platform is not the supplier. The amount of a sales invoice is your revenue, not the platform's.

7.3 The platform holds no money. The buyer pays the payment institution or pays you directly, never through a bank account of the platform.

Article 8. Payment reference and bank details

8.1 Every sales invoice carries a payment reference that the platform generates and recognises. The account the buyer is told to pay follows from the rail of articles 8.2 and 8.3 and is recorded on the purchase order at issue; it is not part of this mandate.

8.2 Where the transaction runs through the payment institution, the invoice instructs the buyer to pay the full amount with the payment reference to the payment institution. It holds the amount until the goods are accepted or a dispute is decided and then pays it out to you, with the platform's fee retained.

8.3 Where the transaction runs on the direct rail, the invoice instructs the buyer to pay, with the payment reference, the bank account you have registered with the platform for direct payments.

8.4 Which rail applies follows from the payment term of the accepted bid and is stated on the purchase order.

Article 9. Fees

9.1 The platform charges you no fee. The premium the platform charges the buyer is invoiced to the buyer with a separate invoice that the platform issues in its own name.

9.2 That invoice is not covered by this mandate. The amount of a sales invoice and the amount of a premium invoice are never mixed.

Article 10. Term and revocation

10.1 This mandate applies from signature until you revoke it in writing, by mail to [email protected] or in the portal.

10.2 A revocation applies to every offer that goes live after the date of revocation. For an offer that is already live or already sold on that date, the mandate continues to apply until the transaction is completed, including any credit note.

10.3 Invoices and credit notes issued before the revocation remain your invoices, unchanged. Every purchase order records under which mandate it was invoiced.

10.4 Without a valid mandate none of your offers goes live. The scan remains available.

Article 11. Law and language

11.1 This mandate is governed by Dutch law. The Rechtbank Amsterdam has exclusive jurisdiction.

11.2 This mandate is drawn up in Dutch, English, German, French, Spanish and Italian. The Dutch text prevails.

Signature

Your details below are recorded at signature and used on every invoice under this mandate. A change of these details requires a new mandate.

The seller

{seller_legal_name} {seller_address} Registration number: {seller_registration_number} VAT number: {seller_vat_number} Name of signatory: {seller_signatory_name} Date: {signature_date} Signature:

The platform

Unworn i.o. (in formation), trading under the name Unworn pending registration Chamber of Commerce: pending registration VAT: pending registration Name of signatory: Date: {signature_date} Signature: