Alternatives to ShareIt/MyCommerce/Digital River

[ssec]

The vast majority of publishers left the platform in early October, when Digital River failed to pay the July sales on time by end of September. Likely now run out of money to pay out. You never know, they surprised us before.

[ssec]

I think all these invoices they sending out .... them are never expected to be paid, but when they'll close down, they can claim those as unpaid and debt from publishers to them if needed. But this whole situation is absurd, first they breach their own contract by being late for payment or not paying at all, then they charge publishers for asking where is my money, I bet it's not even legal.

[kvrsof]

Here is what chatgpt thinks about this:

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Question:

There are two companies. Company A and company B. Company A is located in EU. Company A owns money to company B. Company A changes agreement with company B. Company B does not accept changes and request termination of existing agreement. Company A still owns money to company B but refuses to pay what they owe to company B.

Additionally, when company B asks company A when they are going to pay, company A does not provide any useful answer and is instead invoicing company B with high hourly rates for such answer. They introduced these high rates in new agreement which was not accepted by company B and this is why company B requested agreement termination. They are forcing their new agreement even if it was not accepted by company B. All of this is probably done so they delay the outstanding payment to company B. Is this even legal?
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The situation you're describing—where Company A refuses to pay the debt and instead starts invoicing Company B for responses (using high hourly rates that were introduced in a new agreement Company B did not accept)—raises significant legal concerns. Specifically, this could involve issues of unfair contract terms, bad faith negotiation, and breach of contract, all of which are heavily regulated in the EU. Here’s a breakdown of the legal aspects that might apply:
1. Unilateral Changes to the Agreement

If Company A introduced new, unfavorable terms (such as high hourly rates for responding to payment inquiries) in a new agreement that Company B did not accept, those changes are likely invalid. Under EU law, contracts are mutually agreed upon by both parties, and unilateral amendments without the other party's consent are generally unenforceable.

Good Faith and Fair Dealing: In EU contract law, there is an implied duty of good faith and fair dealing. Company A’s actions (changing the agreement unilaterally, charging for answers, etc.) could be considered as bad faith or abusive behavior. These practices might be challenged as unfair under Directive 93/13/EEC (Unfair Terms in Consumer Contracts) or Directive 2005/29/EC (Unfair Commercial Practices).

Enforceability of New Terms: If Company B did not accept the changes (such as the high hourly rates), they would still be governed by the original agreement, unless the new terms were negotiated and agreed upon. The new agreement (and its high fees) could be challenged as unfair or exploitative since one party cannot unilaterally impose terms without mutual agreement.

2. Charging High Hourly Rates for Simple Inquiries

Charging unreasonable or inflated rates for basic queries about payment could be considered excessive or abusive. In the EU, there are laws against unfair commercial practices, which include charging excessively high fees for services that do not reflect actual value.

Unfair Commercial Practices: If Company A is charging high hourly rates for simple questions or responses, this could be seen as an unfair commercial practice under the EU Unfair Commercial Practices Directive. Specifically, if the rates are grossly disproportionate to the service rendered (e.g., simply answering payment inquiries), this could be challenged in court or through regulatory bodies.

Obligations Under Existing Contract: If the original agreement did not include such fees, Company A is likely in breach of the original contract by introducing these charges without Company B’s consent.

3. Delaying Payment and Avoiding Debt

The tactic of introducing these new charges (such as high hourly rates) could be a deliberate attempt to delay payment or avoid fulfilling Company A's financial obligations under the original contract. In such a case, Company A's behavior could be deemed abusive or fraudulent.

Fraudulent Practices: If the intent behind introducing the new charges is to delay payment or to avoid settling the debt (by creating a confusing and unfair situation), it could be viewed as fraudulent behavior. EU contract law protects businesses from fraudulent conduct, and Company B could have grounds to take legal action to seek redress for bad faith behavior and breach of contract.

Debt Recovery and Damages: Company B may have the right to recover the owed debt, along with interest and potentially damages for any harm caused by Company A's actions. Additionally, Company B could argue that the changes made by Company A were intended to evade payment and prevent debt recovery.

4. Right to Terminate the Agreement

Since Company B did not accept the new agreement and Company A is clearly in breach (both for refusing to pay the debt and for trying to impose unapproved changes), Company B is likely within its rights to terminate the agreement.

Breach of Contract: The unilateral changes to the agreement (the high hourly rates) and the non-payment of the debt constitute a breach by Company A. This breach could give Company B the legal grounds to terminate the agreement, especially if the original contract includes a clause allowing termination in case of material breach.

5. Possible Legal Actions for Company B

Given the situation, Company B may take several legal actions:

Demand Payment: Company B could send formal demands for payment or issue a legal claim for the amount owed under the original contract. If Company A continues to refuse, Company B could pursue debt recovery through the courts. This might include filing a lawsuit for breach of contract.

Dispute Unfair Fees: Company B can also challenge the unfair high hourly rates introduced by Company A, either through direct negotiations or by filing a complaint with relevant regulatory bodies (for example, national competition or consumer protection authorities) if the charges are deemed abusive.

Contract Termination: Company B may also formally request the termination of the agreement, based on Company A’s breach of the original terms (non-payment and the imposition of new terms).

6. Jurisdiction and Enforcement

EU Jurisdiction: Since Company A is based in the EU, Company B can likely bring a claim in the relevant jurisdiction (where Company A is located) under EU laws. If the dispute crosses borders within the EU, EU Regulation 1215/2012 (Brussels I Recast) governs jurisdiction and recognition of judgments.

Conclusion:

In summary, Company A’s actions—changing the terms unilaterally, refusing to pay the owed debt, and charging unfair fees for simple inquiries—are likely illegal under EU law. The changes to the agreement are not enforceable if Company B did not agree to them, and charging high hourly rates for basic responses could be seen as an unfair commercial practice. Company B has legal grounds to request termination of the agreement and pursue debt recovery while challenging the abusive practices of Company A.

If Company B feels that Company A is acting in bad faith or trying to delay payment through these tactics, they should seek legal advice immediately and may consider pursuing a court case for breach of contract and unfair practices.

Company B has multiple legal avenues available:

- Formal demand letter and negotiation for payment.
- Debt recovery lawsuit if informal methods fail (either through court or the European Small Claims Procedure).
- Challenging unfair contract terms (unilateral changes to the agreement).
- Enforcing judgment and potentially seeking damages if Company A continues to delay payment.

[OliverDocklight]

... Also note that unlike with MyCommerce which is a German company, the payout you receive is VAT exempt because FastSpring is US based.
Hope that helps.
Best,
Ray

Ray, great, thanks for the confirmation, that helps. Yes, German VAT does not apply and I read the "VAT/Sales Taxes collected and remitted on behalf" as not relevant for our bookkeeping. Because these are added taxes the end customer payed and the MoR (fastspring) forwarded to the relevant tax authorities already.

Only the sum of "Orders, Refunds, Fees, Adjustments, Chargebacks" . Which at the end of the year should correspond to the sum of all Payouts via the hyperwallet.

Is this accurate?

Oliver

[yps]

Unfair Commercial Practices: If Company A is charging high hourly rates for simple questions or responses, this could be seen as an unfair commercial practice under the EU Unfair Commercial Practices Directive.

The full title of that directive is:

"Directive of the European Parliament and of the Council concerning unfair business-to-consumer commercial practices in the internal market (‘Unfair Commercial Practices Directive’)"

That's why you shouldn't ask ChatGPT for legal advise (or any advise in general). Tells you BS and is absolutely unaware.

In German, we call this "gefährliches Halbwissen" - dangerous superficial knowledge.

[alexcmn1]

...and now DR locked my Control Panel. L for Logic. Franz Kafka would be envy.

[sft234]

When they not even issue a statement anymore the contract turned invalid now -
so they also can't charge $185/h support fees

[kvrsof]

In my case they were formally informed before October 16th that I do not accept new MSA (6.3). I also requested termination of all agreements and written acknowledgement of cancellation. They even imported this formal letter into their support system. All products were disabled before October 16th and they even deleted all products and reset all accounts in October. Then they fully closed access on 01.11. Now, two months later they are sending invoices for platform fee and support fees which were introduced in MSA 6.3!

[jcq]

For information, DR is not dead, it is still the official payment system for major company like ASUS Europe, i can't imagine large companies still using a payment system which doesn't pay!
So, i think DR is only removing the small vendors to concentrate only to major vendors.

[yps]

For information, DR is not dead, it is still the official payment system for major company like ASUS Europe, i can't imagine large companies still using a payment system which doesn't pay!
So, i think DR is only removing the small vendors to concentrate only to major vendors.

As mentioned earlier in this thread, DR runs multiple branches/brands/platforms, and the matter discussed here is only about the "MyCommerce" platform, operated by German subsidiary Digital River GmbH. It used to be an independent German company and product (share-it by element5 GmbH), and D&R acquired it around 2005.

The main operation of DR, which only collaborates with the big vendors like ASUS, does not seem to be affected.

By the way, my November statements says it covers the period from 01 September to 30 November...

[kvrsof]

For information, DR is not dead, it is still the official payment system for major company like ASUS Europe, i can't imagine large companies still using a payment system which doesn't pay!
So, i think DR is only removing the small vendors to concentrate only to major vendors.

ASUS Europe was never using Digital River GMBH but a different branch of DR. Ireland branch if I remember correctly.

[kvrsof]

By the way, my November statements says it covers the period from 01 September to 30 November...

01-OCT-2024 to 30-NOV-2024 in my case.

[Christian67587]

Our status:

1. We refunded about a dozen big invoices in October and except 2 we got them all to order again.
2. We got locked out of the account 1st November
3. We wait for over 100.000€ of revenue from them.
4. We sent dunning letters ourselves in October. Got AI answer on their support forum.
5. We sent lawyer to bring them a dunning letter.
6. We got automated invoices from them for fees for October and November, which we dispute. I sent them a letter about that.

But their office in Frankfurt is just a letter box and a nice lady taking post for 50+ companies. There is nobody. There is no email address to contact them and no phone number.

I wonder what happens when the deadline in the letter from lawyer passes. Probably nothing.

So sad

[yps]

To the German fellows:

Have any of you issued a Mahnbescheid, and has there been any reaction within the 14 day deadline?

[Astronomous]

I noticed one company I use software from still selling through MyCommerce (ShareIt purchase links) and asked them about receiving payments from MyCommerce and they told they have so far received all payments from MyCommerce, but with 2 month delay. Go figure.