The activity of the company coming home Sales GmbH and its vicarious agents (hereinafter "Brokerage Firm") takes place within the framework of §§ 652 et seq. of the German Civil Code (BGB), general commercial principles and customs, and in compliance with the professional rules of conduct for the brokerage profession. The Brokerage Firm procures the opportunity to conclude contracts (e.g., purchase, rental, or lease agreements, but also the acquisition of shares in a holding company; so-called "share deals") regarding developed and undeveloped properties, in particular, for example, developed and undeveloped land and areas, residential and commercial buildings, apartments, retail spaces, offices, and other commercial properties of any kind.
§ 1 Brokerage Contract
1. If the prospective buyer or tenant (hereinafter "Customer") makes use of the Brokerage Firm's offers regarding proof and/or brokerage activities, a brokerage contract is established between the Customer and the Brokerage Firm under the following General Terms and Conditions (GTC), which are expressly recognized by the Customer.
2. The same applies if the Customer requests exposés or information about real estate from the Brokerage Firm, asks the Brokerage Firm for property viewings, or enters into negotiations with the seller/landlord or their representatives regarding a property managed by the Brokerage Firm.
§ 2 Prohibition of Disclosure
1. All information provided by the Brokerage Firm regarding the property within the scope of its activities is—including the proof of property—intended only for the Customer and their personal use. The Customer is expressly prohibited from passing on property proofs and property information to third parties without the express prior written consent of the Brokerage Firm.
2. If the Customer violates the prohibition of disclosure and the third party or other persons to whom the third party has passed on the information conclude the main contract, the Customer shall pay the Brokerage Firm damages in the amount of the proof and brokerage fee (hereinafter "Brokerage Commission") to be determined according to § 6 of these GTC, plus statutory value-added tax.
§ 3 Dual Activity
The Brokerage Firm may act for both parties, i.e., also for the other contracting party for a fee. The obligation to pay commission remains undiminished for the Customer.
§ 4 Owner Information
All property information passed on by the Brokerage Firm originates from the owner of the property or from a third party commissioned by the owner. Despite careful preparation of the documents, the Brokerage Firm assumes no guarantee or liability for the correctness and completeness of the information provided by the owner or a third party commissioned by them. It is the responsibility of the Customer to check this information for correctness and completeness. The offers of the Brokerage Firm are subject to change and non-binding. Prior sale and rental remain reserved.
§ 5 Commission Claim and Due Date
1. The Customer undertakes to pay the Brokerage Commission resulting from § 6 of these GTC upon conclusion of a contract mediated by the Brokerage Firm (e.g., purchase contract, rental contract, lease contract, usage contract, investment contract, etc.). In the case of a business purchase, lease, or rental, the payment of a deposit or the taking over of a property also counts as a contract conclusion.
2. The commission claim arises,
a.) as soon as a contract has been concluded through the mediation of or based on the proof provided by the Brokerage Firm, even if the Brokerage Firm did not participate in the conclusion of the contract. It is sufficient if the activity of the Brokerage Firm was a contributing factor to the conclusion of the contract. The same applies if the acquisition takes place by way of a compulsory auction and a separate agreement—at least in text form—has been concluded between the Brokerage Firm and the Customer. The Brokerage Commission is earned and due upon conclusion of the contract or upon the granting of the knockdown in the case of a compulsory auction;
b.) in particular, even if, through the mediation and/or based on proof provided by the Brokerage Firm, the acquisition takes place under conditions that deviate from the offer or if the intended economic success is achieved through an equivalent contract or acquisition from an auction. The commission claim also arises if a contract other than the one originally intended is concluded for the property (e.g., rental instead of purchase or "share deal" instead of "asset deal"—and vice versa). This also applies if a contract is concluded alternatively for another property of the proven contractual partner.
3. The claim to the Brokerage Commission remains in force if the concluded contract expires due to conditions subsequent. The same applies if the contract is dissolved due to a right of withdrawal by the client or is reversed or not fulfilled for other reasons within their person. If the contract is successfully contested, the party that provided the reason for contestation is liable for damages. This also applies in the event that a contract is concluded with a proven interested party or contractual partner even though contract negotiations were temporarily interrupted and the brokerage firm is no longer involved in later negotiations or another person continues the negotiations;
4. The Brokerage Commission is due for payment within 10 days after invoicing. Payment can only be made with debt-discharging effect non-cash by bank transfer to the Brokerage Firm.
§ 6 Amount of Brokerage Commission
1. The Brokerage Commission for the purchase/acquisition of house and land property, residential property, as well as property-like rights and in the case of a so-called "share deal" is generally 6% of the notarized total purchase price (purchase price of the property including the purchase price of any accessories) for the buyer, plus the statutory value-added tax applicable at the time the brokerage contract is concluded. If the amount of the Brokerage Commission is specified in the exposé and/or in a sales presentation in text form in an individual case, this provision of the Brokerage Commission takes precedence over the general regulation in sentence 1. The same applies in the event that an agreement on the amount of the Brokerage Commission is reached between the Brokerage Firm and the Customer at least in text form or in the event that the law stipulates otherwise.
2. In the case of rental/leasing of commercial space, the tenant/lessee is obliged to pay a commission in the amount of 3.57 gross rents including statutory value-added tax. This applies in each case unless a deviating arrangement has been made.
3. The Brokerage Commission for the rental of privately used apartments and privately used single-family houses is borne solely by the landlord.
§ 7 Replacement and Follow-up Business
The Customer's commission obligation according to § 5 and § 6 of these GTC also exists in the case of a replacement transaction. Such a transaction exists, for example, if the Customer, in connection with the activity carried out by the Brokerage Firm, learns of another opportunity to conclude a contract from their potential contractual partner proven by the Brokerage Firm, or concludes the contract for the proven opportunity with the legal successor of the potential contractual partner, or purchases the proven property instead of renting or leasing it, or vice versa. To trigger the commission obligation for replacement transactions, it is not necessary for the transaction subject to commission to be "economically equivalent" to the originally intended transaction (within the meaning of the requirements developed by case law on the concept of economic identity).
§ 8 Prior Knowledge
1. If a proven opportunity to conclude a contract is already known to the Customer from other sources, they are obliged to inform the Brokerage Firm of this circumstance immediately, at the latest within 3 calendar days after receipt from the Brokerage Firm, in writing or in text form, disclosing the source of information. If this notification is not made or not made within the aforementioned three-day period, the property proven by the Brokerage Firm shall be recognized by the Customer as "unknown," with the consequence of the commission obligation arising upon conclusion of the contract in accordance with § 5 and § 6 of these GTC.
2. If the Brokerage Firm carries out an activity due to a violation of this obligation to notify prior knowledge, which does not lead to the emergence of a commission claim, the client is obliged to compensate the Brokerage Firm for the damage incurred.
§ 9 Default
If the Customer is in default with the payment of the Brokerage Commission, they shall owe the Brokerage Firm statutory default interest from the time of default.
§ 10 Presence at Contract Conclusion
1. The Brokerage Firm has the right to be present at the conclusion of the purchase, rental, or lease agreement and to receive a copy of the respective contract.
2. If the Brokerage Firm is not present at the conclusion of the contract, the Customer is obliged to inform the Brokerage Firm about the conclusion of the main contract immediately, but at the latest within 2 calendar days after the conclusion of the contract. Upon request, all contract conditions (main and ancillary agreements) must also be named to the Brokerage Firm and a copy of the contract must be sent.
§ 11 Brokerage Clause in the Purchase Contract
In the case of purchase contracts, the Brokerage Firm has the right to have its commission claim notarized in the purchase contract through a qualified brokerage clause in the form of a genuine contract for the benefit of third parties. This applies in particular if the purchase object is subject to a right of first refusal. If such a right of first refusal exists and the contract is notarized without a qualified brokerage clause, the Customer—regardless of a right of first refusal possibly exercised by a third party—owes the Brokerage Commission.
§ 12 Limitation of Liability
The liability of the Brokerage Firm is—except for damage to life, limb, and health—limited to grossly negligent or intentional behavior.
§ 13 Copyright and Ancillary Copyrights
1. The content published by the Brokerage Firm in any form, in particular texts, images, photographs, and graphics, is subject to the copyright and ancillary copyright law of the Federal Republic of Germany. Unauthorized duplication or distribution of this content is not permitted and is punishable by law.
2. Any use not permitted under the copyright and ancillary copyright law of the Federal Republic of Germany requires the prior written consent of the Brokerage Firm or the respective rights holder. This applies in particular to the duplication, editing, translation, storage, processing, or reproduction of content in printed form, in databases, or in other electronic media and systems.
3. The Customer consents to the Brokerage Firm continuing to use the property photos and other pictorial representations (e.g., renderings) in its possession for advertising or reference purposes without time limit, even after a contract has been concluded between the Customer and the owner regarding the property in question. The Brokerage Firm indemnifies the Customer from any claims by third parties.
§ 14 Data Protection
1. The Customer consents to the Brokerage Firm collecting, using, storing, and—insofar as necessary for the fulfillment of the order—transmitting personal and object-related data resulting from this contract or the execution of the contract to third parties.
2. The Customer agrees to the disclosure of data to third parties, provided this is necessary for the fulfillment of the order. Any further disclosure of the data will not take place.
§ 15 Place of Jurisdiction
If the Brokerage Firm and the Customer are fully qualified merchants within the meaning of the German Commercial Code (HGB), the registered office of the Brokerage Firm is agreed as the place of performance for all obligations and claims arising from the contractual relationship and as the place of jurisdiction. The same applies if the Customer is a consumer and their place of residence at the time of the conclusion of the brokerage contract is outside the Federal Republic of Germany.
§ 16 Ancillary Agreements
Oral ancillary agreements to the contract with the Brokerage Firm require written confirmation to be legally effective. This also applies to the cancellation of the written form requirement itself.
§ 17 Severability Clause
Should one or more of the above provisions be or become invalid, the validity of the remaining provisions and the contract shall not be affected thereby. This also applies if a part is invalid within a regulation but another part is valid. The respective invalid provision shall be replaced between the parties by a regulation that comes closest to the intended will of the contracting parties and otherwise does not run counter to the contractual agreements.