TERMS AND CONDITIONS

1.    General terms and conditions for the use of Urban Ground by Real Estate Seekers



1.1    SCOPE


1.1.1    These General Terms and Conditions of business ("GTC") govern the business relationship between the operators of the website www.urbanground.de (“Urban Ground”) and you, the Real Estate Seekers.
1.1.2    Urban Ground is operated by Urban Ground GmbH, Rheinsberger Str. 67/77, 10115 Berlin, Germany.
1.1.3    The contracting party of Urban Ground for the purposes of these GTC are users who are searching for properties on the database of Urban Ground, with the aim of contacting the provider of a chosen property (see Section B of these GTC for more about how the Urban Ground system works). Real estate seekers or users are referred to hereinafter as “Seekers” in these GTC.
1.1.4    Contractual terms of the Seeker shall not apply unless Urban Ground has explicitly agreed to these contractual terms in writing.

1.2    SUBJECT MATTER OF THE CONTRACT


1.2.1    Urban Ground provides the technical platform with which Seekers can find properties for the purposes of leasing or purchase. The properties are placed on the database of Urban Ground by third parties (hereinafter “Real Estate Providers”). Urban Ground does not offer any properties itself.
1.2.2    The aim of Urban Ground is to enable Seekers to initiate contact with a Real Estate Provider by using the platform of Urban Ground and to enable Seekers to conclude a contract with this Real Estate Provider. For this purpose, Seekers may upload their own content to the platform (pay slips, credit rating information, employment contracts, etc.), in order to initiate contact with Real Estate Providers in a targeted manner. Seekers agree to be contacted by Real Estate Providers using the stated means of communication. However, Urban Ground neither makes a promise of success, nor does it undertake to propose suitable properties or Real Estate Providers to Seekers. Urban Ground is thus neither a vicarious agent, nor a contracting party or representative of Seekers.
1.2.3    Verification of the property listings from Real Estate Providers or the details provided by Seekers is not performed by Urban Ground.
1.2.4    Urban Ground endeavours to continuously develop, maintain and provide the service. The database is updated on an ongoing basis and is modified following proper assessment in accordance with various factors, such as the requirements of the Real Estate Providers, Seekers, market requirements, as well as the technical and economic situation. The service therefore includes the database at the current level of development. Seekers shall therefore not be entitled to demand that the database and the service remain unchanged in their contents and scope or that they include certain features.

1.3    CONCLUSION OF THE CONTRACT


1.3.1    The contract between the Seeker and Urban Ground is concluded when the Seeker completes the registration process on the website and accepts these contractual terms as the basis of the contract. When “Complete registration“ is clicked, the contract shall be deemed to have been concluded. Alternatively, registration can also be completed via “Facebook sign-in” or “Google+ sign-in”.
1.3.2   When registering, the Seeker shall be obliged to fill out all appropriate fields truthfully and accurately. Successful registration is possible only if the mandatory fields are filled out in their entirety. The registration details (name, profile pictures) shall not be offensive or defamatory for others, or be of other persons (e.g. celebrities) or companies. In the event of a breach of these rules, against applicable law or against good morals, Urban Ground reserves the right to remove or deactivate the profile of a user.
1.3.3   The Seeker subsequently will receive a confirmation about the conclusion of the contract, which will be sent to the e-mail address entered by the provider.
1.3.4   Multiple registration by a Seeker is not permitted.
1.3.5   For the conclusion of a contract to be valid, the Seeker must be at this time neither insolvent, nor bankrupt or threatened by bankruptcy, and must have reached the age of 18.

1.4    AVAILABILITY


1.4.1   Urban Ground shall endeavour to enable uninterrupted accessibility of the database and the service. However, there may be times when the database cannot be accessed due to technical or any other kinds of problems which are beyond the control of Urban Ground (force majeure, negligence of a third party, etc.). Should the security of Urban Ground or the preservation of data integrity be endangered due to reasons which are beyond the control of Urban Ground, access to services may be temporarily restricted where necessary.
1.4.2   The database may also be temporarily unavailable due to necessary technical maintenance activities. Urban Ground shall endeavour to reduce this non-availability to a minimum level. Temporary non-availability shall therefore not constitute a defect.

1.5    FEES, PAYMENT TERMS


1.5.1    Registration with Urban Ground is free of charge.
1.5.2    To the extent that costs are incurred for creating a profile or making contact with Real Estate Providers, these costs shall be clearly notified to Seekers in advance.
1.5.3    Unless otherwise stated, all prices are subject to statutory value added tax.
1.5.4    Payment of the costs indicated shall be made by the payment methods offered by Urban Ground.

1.6    CONTENT FROM SEEKERS


1.6.1    The Seeker is solely responsible for his/her statements and the contents provided by him/her. The Seeker undertakes to compile his/her details and content to the best of his/her knowledge and belief and to abide by all rules and laws. This shall apply in particular to the potential infringement of competition, trademark and copyright laws
1.6.2    Urban Ground reserves the right to edit information, content and statements in the letting advertisement and to modify or delete these in their entirety. The Seeker expressly agrees thereto.
1.6.3    The Seeker is not permitted to publish a profile multiple times.
1.6.4    By creating content and uploading it to the service, the Seeker issues a non-exclusive, temporally and spatially unrestricted right to use and to alter the content created within the scope of the service. The granting of such rights does not mean that Urban Ground is adopting the content of the Seeker as its own within the meaning of liability rules. The sole purpose of the granting of rights is to allow the operation of the service.
1.6.5    This right of use shall remain in force even after the termination of the usage agreement.
1.6.6    The Seeker undertakes to indemnify Urban Ground from claims by third parties of any kind which result from an infringement due to the contents of the Seeker. This indemnity obligation shall also include the obligation to fully indemnify Urban Ground from the costs of legal defence (e.g. court and legal fees).
1.6.7    The Seeker agrees and consents to Urban Ground passing on the profile published by the Seeker and the contact details listed by the Seeker to Real Estate Providers.

1.7    CONCLUSION OF A CONTRACT BY THE SEEKER WITH A REAL ESTATE PROVIDER


1.7.1    Should the Seeker conclude a contract with a Real Estate Provider (e.g. a tenancy agreement) for the property listed by a Real Estate Provider, the contract shall be deemed to be solely between the Seeker and the Real Estate Provider.
1.7.2    At no time is Urban Ground a vicarious agent or does it become a contracting party of the Seeker in the execution of the contract.
1.7.3    The Seeker undertakes to fulfil the contract with the third party in accordance with the statutory provisions.

1.8    LOGIN DETAILS


1.8.1    The Seeker will receive appropriate login details for accessing the Urban Ground service. The Seeker undertakes to treat these details confidentially and shall be liable for any misuse which results from unauthorised use of the login details.
1.8.2    Should the Seeker become aware that the login details are known to unauthorised third parties, the Seeker shall notify Urban Ground without delay of that fact. Should unauthorised third parties use services of Urban Ground through the fault of the Seeker, the Seeker shall be liable for such.
1.8.3    In suspicious cases the Seeker therefore has the opportunity and the obligation to request new login details.
1.8.4    Urban Ground reserves the right to block or restrict access at any time if there is any reason to suspect that an unauthorised third party has gained access to the login data of the Seeker.

1.9    LIABILITY ACCORDING TO TELEMEDIA LAW


1.9.1    The Seeker acknowledges that Urban Ground does not assume responsibility for contents which Urban Ground has not created itself or which Urban Ground has not recognised.

1.10    LIABILITY


1.10.1    Urban Ground shall be liable without limitation
    1.10.1.1    In the event of intent or gross negligence,
    1.10.1.2    for injury to life, limb or health,
1.10.2    In the event of a slightly negligent breach of an obligation which is material for the fulfilment of the contractual purpose (cardinal obligation), the liability of Urban Ground shall be limited in terms of amount to the damages which are foreseeable and typical.
1.10.3    Further liability of Urban Ground shall not exist.
1.10.4    The foregoing limitation of liability shall also apply to the personal liability of the employees, representatives and organs of Urban Ground.

1.11    WARRANTY


1.11.1    The statutory warranty rights shall apply.

1.12    AMENDMENTS TO THESE GTC


1.12.1    Urban Ground reserves the right to amend these GTC with effect for the future.
1.12.2    In this case the Seeker will be informed in advance about the amendments to the terms and conditions and will be notified that the changes shall be deemed accepted if he/she does not object to the amendments by e-mail or another written method within six weeks.

1.13    DATA PROTECTION


1.13.1    Urban Ground processes data for the stated purpose and in accordance with statutory requirements. This data will be used by Urban Ground only for operating the service and the database and will be treated as strictly confidential and will not be provided to third parties which are not involved in the contract fulfilment and placement process.
1.13.2    The Seeker has the right to obtain, on request and free of charge, information about the personal data which has been stored about you by Urban Ground. Additionally, the Seeker has the right to the correction of incorrect data as well as the blocking and deletion of his/her personal data, as long as there is no statutory requirement to retain the data.
1.13.3    Anonymised data, such as statistics on search queries, are stored by Urban Ground in order to improve the database and the service. In doing so, Urban Ground assures that no personal data will be provided to third parties - in particular not for marketing purposes.

1.14    ONLINE DISPUTE RESOLUTION, DISPUTE MEDIATION


1.14.1    You can access the platform of the EU Commission for online dispute resolution (ODR platform) at the following link http://ec.europa.eu/consumers/odr/
1.14.2    Urban Ground shall not be obliged and is not prepared to participate in a dispute resolution procedure before a consumer mediation body.

1.15    APPLICABLE LAW, CONTRACT LANGUAGE, CONTRACT TEXT


1.15.1    This contract shall be governed by German law with the exception of private international law (IPR) and the UN Convention on Contracts for the International Sale of Goods (CISG).
1.15.2    The contract language is German.
1.15.3    The contract text will be stored by Urban Ground. The GTC may be accessed and printed out from the website of Urban Ground at the following URL: [URL to come]. The GTC version lodged there always represents the most up to date version.


2.    General terms and conditions for the use of Urban Ground by Real Estate Providers


2.1    Scope


2.1.1    These General Terms and Conditions of business ("GTC") govern the business relationship between the operators of the website www.urbanground.de and you, the Real Estate Providers.
2.1.2    Urban Ground is operated by Urban Ground GmbH, Rheinsberger Str. 67/77, 10115 Berlin, Germany.
2.1.3    The contracting party of Urban Ground for the purposes of these GTC are Real Estate Providers which want to list a property managed by them on the database of Urban Ground, with the aim of letting or selling the said property (see Section B of these GTC for more about how the Urban Ground system works).
2.1.4    The option to publish property listings on Urban Ground is intended solely for business people who are Real Estate Providers. Business people for the purposes of these terms of business are natural and legal entities or partnerships with a legal capacity with whom a business relationship is formed and who/which are exercising their commercial or independent professional activity when concluding a legal transaction (Section 14 of the German Civil Code, BGB).
2.1.5    The contractual terms of the Real Estate Provider shall not apply, unless Urban Ground has explicitly agreed to these contractual terms in writing.

2.2    SUBJECT MATTER OF THE CONTRACT


2.2.1    Urban Ground provides the technical platform on which Real Estate Providers can list and publish properties for the purposes of lease or sale. Persons looking for properties (buyers or tenants; hereinafter referred to as "Seekers") receive access to this database via the Internet and the service from Urban Ground.
2.2.2    The aim of Urban Ground is to allow Real Estate Providers to initiate contact with a Seeker by publishing their listing and to conclude a contract with this Seeker. Real Estate Providers agree to be contacted by Seekers as potential buyers or tenants. However, Urban Ground neither makes a promise of success, nor does it undertake to propose potential suitable Seekers to the Real Estate Providers. Urban Ground is therefore neither a vicarious agent, nor a contracting party or representative of Seekers.
2.2.3    Verification of the property listings from the Real Estate Providers or the information provided by Seekers is not performed by Urban Ground.
2.2.4    Urban Ground endeavours to continuously develop, maintain and provide the service. The database is updated on an ongoing basis and is adjusted following proper assessment in accordance with various factors, such as the requirements of the Real Estate Providers, Seekers, market requirements, as well as the technical and economic situation. The service therefore includes the database at the current level of development. However, the Real Estate Provider shall not be entitled to demand that the database and the service remain unchanged in their contents and scope or that they include certain features.

2.3    CONCLUSION OF THE CONTRACT


2.3.1    The contract between the Real Estate Provider and Urban Ground is concluded when the Real Estate Provider completes the registration process on the website and accepts these contractual terms as the basis of the contract. When “Complete registration“ is clicked, the contract shall be deemed to have been concluded. Alternatively, registration can also be completed via “Facebook sign-in” or “Google+ sign-in”.
2.3.2    When registering, the Real Estate Provider is obliged to fill out all appropriate fields truthfully and accurately. Successful registration is possible only if the mandatory fields are filled out in their entirety. The registration details (name, profile pictures) shall not be offensive or defamatory for others, or be of other persons (e.g. celebrities) or companies.
2.3.3    The Real Estate Provider subsequently will receive a confirmation about the conclusion of the contract, which will be sent to the e-mail address entered by him/her/it.
2.3.4    Multiple registration of a Real Estate Provider is not permitted.
2.3.5    For the conclusion of a contract to be valid, the Real Estate Provider must be at that time neither insolvent, nor bankrupt or threatened by bankruptcy, and must have reached the age of 18.

2.4    AVAILABILITY


2.4.1    Urban Ground shall endeavour to enable uninterrupted accessibility of the database and the service. However, there may be times when the database cannot be accessed due to technical or any other kinds of problems which are beyond the control of Urban Ground (force majeure, negligence of a third party, etc.). Should the security of Urban Ground or the preservation of data integrity be endangered due to reasons which are beyond the control of Urban Ground, access to services may be temporarily restricted where necessary.
2.4.2    The database may also be temporarily unavailable due to necessary technical maintenance activities. Urban Ground shall endeavour to reduce this non-availability to a minimum level. Temporary non-availability shall therefore not constitute a defect.

2.5    FEES, PAYMENT TERMS


2.5.1    Registration with Urban Ground is free of charge.
2.5.2    To the extent that costs are incurred for placing property listings, these costs shall be clearly notified to Real Estate Providers in advance.
2.5.3    Unless otherwise stated, the aforementioned costs are subject to statutory value added tax.
2.5.4    Payment of the costs indicated shall be made by the payment methods offered by Urban Ground.

2.6    PROPERTY LISTING


2.6.1    The Real Estate Provider is solely responsible for his/her/its statements and the contents provided by him/her/it. The Real Estate Provider undertakes to compile the property listing to the best of his/her/its knowledge and belief and to abide by all rules and laws. This shall apply in particular to the potential infringement of competition, trademark and copyright laws. However, it shall also apply to the compliance with real estate law and consumer rights regulations.
2.6.2    Urban Ground reserves the right to edit information, content and statements in the letting advertisement and to modify or delete these in their entirety. The Real Estate Provider expressly agrees thereto.
2.6.3    The Real Estate Provider is not permitted to publish a property listing multiple times (duplicates).
2.6.4    The Real Estate Provider agrees to allow Urban Ground to publicise the listing of the Real Estate Provider and to promote the letting advertisement of the Real Estate Provider within the database and externally. Urban Ground may link to the property listing on websites of third parties or on platforms of third parties, such as Facebook, and in doing so it may quote portions of the property listing. This notwithstanding, no claim exists as to the nature, location or scope of the promotion and whether promotion of the listing of the Real Estate Provider by Urban Ground takes place at all, unless this has been expressly contractually agreed upon in writing.
2.6.5    By creating content for the service, the Real Estate Provider issues a non-exclusive, temporally and spatially unrestricted right to use and to alter the content created within the scope of the service. This right of use includes in particular the right to make the content accessible on the Internet, to reproduce it, to distribute it and to transfer it to third parties.
2.6.6    This right of use shall remain in force even after the termination of the usage agreement.
2.6.7    The granting of such rights does not mean that Urban Ground is adopting the content as its own within the meaning of liability rules. The sole purpose of the granting of rights is to allow the operation of the service.
2.6.8    The Real Estate Provider undertakes to indemnify Urban Ground from claims by third parties of any kind which result from an infringement by the contents of the Real Estate Provider. This indemnity obligation shall also include the obligation to fully indemnify Urban Ground from the costs of legal defence (e.g. court and legal fees).

2.7    CONCLUSION OF A CONTRACT BY THE REAL ESTATE PROVIDER WITH A SEEKER


2.7.1    Should the Real Estate Provider conclude a contract with a Seeker (e.g. a tenancy agreement) for the property listed by the Real Estate Provider, the contract shall be deemed to be solely between the Seeker and the Real Estate Provider.
2.7.2    At no time is Urban Ground a vicarious agent or does it become a contracting party of the Real Estate Provider in the execution of the contract.
2.7.3    The Real Estate Provider undertakes to fulfil the contract with the third party in accordance with the statutory provisions.
2.7.4    Should a contract be concluded, the Real Estate Provider undertakes to remove promptly the property listing placed on Urban Ground.

2.8    LOGIN DETAILS


2.8.1    The Real Estate Provider will receive login details needed for accessing the Urban Ground service. The Real Estate Provider undertakes to treat these details confidentially and shall be liable for any misuse which results from unauthorised use of the login details.
2.8.2    If the Real Estate Provider becomes aware that the login details are known to unauthorised third parties, the Real Estate Provider shall notify Urban Ground without delay of that fact. Should unauthorised third parties use services of Urban Ground through the fault of the Real Estate Provider, the Real Estate Provider shall be liable for such.
2.8.3    In suspicious cases, the Real Estate Provider therefore has the opportunity and the obligation to request new login details.
2.8.4    Urban Ground reserves the right to block or restrict access at any time if there is any reason to suspect that an unauthorised third party has gained access to the login data of the Real Estate Provider.

2.9    LIABILITY ACCORDING TO TELEMEDIA LAW


2.9.1    The Real Estate Provider acknowledges that Urban Ground does not assume responsibility for content which Urban Ground has not created itself or which Urban Ground has not recognised.

2.10    LIABILITY


2.10.1    Urban Ground shall be liable without limitation
    2.10.1.1    in the event of intent or gross negligence,
    2.10.1.2    for injury to life, limb or health,
2.10.2    In the event of a slightly negligent breach of an obligation which is material for the fulfilment of the contractual purpose (cardinal obligation), the liability of Urban Ground shall be limited in terms of amount to the damages which are foreseeable and typical.
2.10.3    Further liability of Urban Ground shall not exist.
2.10.4    The foregoing limitation of liability shall also apply to the personal liability of the employees, representatives and organs of Urban Ground.

2.11    WARRANTY


2.11.1    The warranty shall not apply for defects which arise from the database being used in a manner which does not meet the requirements named in the service description or for changes and modifications which the Real Estate Provider has made to the database or his/her/its user account, without being authorised by law, this contract or by prior written consent from Urban Ground.
2.11.2    With the exception of claims for damages, warranty claims on account of defects become time-barred after one year. The limitation period starts with the granting of the option to use the database.
2.11.3    Otherwise statutory warranty rights shall apply.

2.12    AMENDMENTS TO THESE GTC


2.12.1    Urban Ground reserves the right to amend these GTC with effect for the future.
2.12.2    In this case the Real Estate Provider will be informed in advance about the amendments to the terms and conditions and will be notified that the changes shall be deemed accepted if he/she/it does not object to the amendments by e-mail or another written method.
2.12.3    The GTC may be accessed and printed out from the website of Urban Ground at the following URL: [URL to come]. The GTC version lodged there always represents the most up to date version.

2.13    DATA PROTECTION


2.13.1    Urban Ground processes data for the stated purpose and in accordance with statutory requirements. This data will be used by Urban Ground only for operating the service and the database and will be treated as strictly confidential and will not be provided to third parties which are not involved in the contract fulfilment and placement process.
2.13.2    The Real Estate Provider has the right to obtain, on request and free of charge, information about the personal data which has been stored about you by Urban Ground. Additionally, the Real Estate Provider has the right to the correction of incorrect data as well as the blocking and deletion of his/her/its personal data, as long as there is no statutory requirement to retain it.
2.13.3    Anonymised data such as statistics on the properties listed are stored by Urban Ground in order to improve the database and the service. In doing so, Urban Ground assures that no personal data will be provided to third parties - in particular not for marketing purposes. It is not possible in the said process to draw conclusions as to the identity of the Real Estate Provider and/or the properties listed.

2.14    PLACE OF FULFILMENT, PLACE OF JURISDICTION


2.14.1    The place of fulfilment and place of jurisdiction is the domicile of Urban Ground, unless binding regulations prevent this.

2.15    NAMING AS A REFERENCE


2.15.1    Unless the Real Estate Provider expressly objects, Urban Ground is authorised to name the Real Estate Provider as a customer reference. This may be made on the website of Urban Ground and may include the use of the corporate logo of the Real Estate Provider.

2.16    FINAL PROVISIONS, RIGHT OF SET OFF AND RIGHT OF RETENTION


2.16.1    This contract shall be governed by German law with the exception of private international law (IPR) and the UN Convention on Contracts for the International Sale of Goods (CISG)
2.16.2    The Real Estate Provider may set off payments only against such claims which are undisputed or which have been recognised by Urban Ground.
2.16.3    A right of retention may be exercised by the Real Estate Provider only if his/her/its counterclaim arises from the same contractual relationship.


3.    General terms and conditions for Refer & Earn program


3.1    TERMS


3.1.1    The terms and conditions of this program can be amended at any time at the sole discretion of Urban Ground.
3.1.2    Urban Ground can terminate this program any time at its sole discretion.
3.1.3    Referrer authorizes Urban Ground to deposit all or any amount to the bank account details as provided by Referrer to Urban Ground and unequivocally agrees to indemnify Urban Ground from all liabilities arising out of or in connection with the transfer of any amount to such bank account.
3.1.4    Offer not valid and rewards are not payable for self-referrals
3.1.5    Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements
3.1.6    Urban Ground reserves the right to cancel/change/modify/add/delete any of the terms and conditions of the offer at any time without notice.
3.1.7    Urban Ground reserves the right to deny honouring the offer on the grounds of suspicion or abuse of the offer by any customer without providing the customer with any explanation thereof.
3.1.8    In no event shall Urban Ground be liable for any abuse or misuse of the code due to the negligence of the customer.
3.1.9    In case of any query regarding the offer, please email us at [email protected]

3.2    E-MAIL UPDATES


3.2.1 As part of the Service, we may need to communicate with you via e-mail (see our Privacy Policy to learn more about communications). You agree to receive e-mails which are specific to your account and necessary for the normal functioning of the Service, including one or more welcome e-mails which help inform new users about various features of the Service.

3.3    DATA PROTECTION


3.3.1    Urban Ground processes data for the stated purpose and in accordance with statutory requirements. This data will be used by Urban Ground only for operating the service and the database and will be treated as strictly confidential and will not be provided to third parties which are not involved in the contract fulfilment and placement process.
3.3.2    The Real Estate Provider has the right to obtain, on request and free of charge, information about the personal data which has been stored about you by Urban Ground. Additionally, the Real Estate Provider has the right to the correction of incorrect data as well as the blocking and deletion of his/her/its personal data, as long as there is no statutory requirement to retain it.
3.3.3    Anonymised data such as statistics on the properties listed are stored by Urban Ground in order to improve the database and the service. In doing so, Urban Ground assures that no personal data will be provided to third parties - in particular not for marketing purposes. It is not possible in the said process to draw conclusions as to the identity of the Real Estate Provider and/or the properties listed.

3.4    YOUR INFORMATION


3.4.1    Our use of your information is subject to the terms of our Privacy Policy. You must agree to the Privacy Policy before you may access the Site.

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