General Terms and Conditions for the Use of the Dealer Area of carmalls.de

1. Scope and Amendments to the Terms and Conditions

1. These General Terms and Conditions (hereinafter "Terms") govern the use of the dealer area of the website www.carmalls.de operated by carmalls GmbH (hereinafter "carmalls") and its associated mobile applications (together "carmalls Service") by entrepreneurs as natural or legal persons (hereinafter "Dealer").
2. In addition to these Terms, the regulations of the service package chosen by the Dealer, the Code of Conduct for Vehicle Trading on the Internet, as well as the requirements for the design of advertisements and carmalls' privacy policy apply.
3. Any conflicting terms and conditions of the Dealer do not apply.
4. carmalls reserves the right to amend these Terms with effect for the future. Amendments will be communicated to the Dealer by email at least 15 days before they come into effect. If the Dealer does not object to the validity of the new Terms within 15 days after receipt of the notification, the amended Terms shall be deemed accepted. carmalls will inform the Dealer in the amendment notification about the right to object and the consequences of not objecting in due time.

2. Subject Matter of Service and Changes

1. The carmalls Service enables the Dealer to market vehicles and use other related services. The exact scope of services depends on the service package chosen by the Dealer.
2. carmalls reserves the right to modify, discontinue, or replace the carmalls Service with other services at any time, provided this is reasonable for the Dealer.
3. carmalls does not provide telecommunications services. If a virtual phone number is assigned to the Dealer as part of the carmalls Service, this is done by a third-party provider.
4. The essential criteria for the placement of the Dealer's listings in the carmalls Service are displayed in the dealer area.

3. Usage Rights

1. By submitting content, the Dealer grants carmalls the following non-exclusive, transferable, sublicensable, temporally and spatially unlimited rights to the submitted content:
   • Right of reproduction and distribution
   • Right of modification
   • Right of public accessibility
   • Right to analyze and further develop the platform
2. The Dealer assures that they are authorized to grant these rights.
3. carmalls grants the Dealer a non-exclusive, non-transferable right to use the carmalls Service as contractually agreed, limited to the duration of the contract.
4. Any use beyond the contractual purpose, in particular automated reading of the database or passing on content to third parties, is prohibited.

4. Contract Conclusion and Registration

1. The use of the carmalls Service requires registration. This is only permitted for legal entities and natural persons with unlimited legal capacity.
2. The Dealer is obliged to provide complete and truthful information during registration and to keep this information up to date.
3. By submitting the registration data, the Dealer makes an offer to conclude a contract. carmalls decides on acceptance at its own discretion.
4. Only one registration per Dealer is permitted. Branches must be registered separately.
5. The Dealer is obliged to keep their access data secret and protect it from access by third parties.

5. Prices and Payment Terms

1. The prices for using the carmalls Service are based on the chosen service package and the current price list.
2. carmalls is entitled to increase prices once a year by up to 5%.
3. Price adjustments beyond this will be communicated to the Dealer 4 weeks before they come into effect. In this case, the Dealer has an extraordinary right of termination.
4. Invoices are issued monthly in electronic form and are due for payment within 14 days.
5. In case of late payment, carmalls is entitled to charge default interest at the statutory rate.

6. Contract Duration and Termination

1. The contract duration depends on the chosen service package. Unless otherwise agreed, an indefinite term applies with a notice period of one month to the end of the month.
2. The right to extraordinary termination for good cause remains unaffected.
3. Terminations must be made in writing.

7. Obligations of the Dealer

1. The Dealer undertakes to comply with all applicable laws and the requirements of the Code of Conduct for Vehicle Trading on the Internet when using the carmalls Service.
2. Listings must contain complete and truthful information and comply with the requirements for the design of advertisements.
3. The Dealer is obliged to keep posted listings up to date and to delete vehicles that are no longer available immediately.
4. It is prohibited to post content that violates applicable law or infringes on the rights of third parties.

8. Blocking of Content and Sanctions

1. carmalls reserves the right to remove content of the Dealer or block the Dealer's access if:
   • Content violates these Terms, the Code of Conduct for Vehicle Trading, or applicable law
   • The Dealer is in default of payment
   • There is suspicion of misuse
2. A warning is usually given before blocking, unless immediate blocking is necessary to prevent damage.
3. In case of repeated or serious violations, carmalls may permanently exclude the Dealer from using the carmalls Service.

9. Warranty and Liability

1. carmalls guarantees an average annual availability of the carmalls Service of 97%.
2. carmalls is liable without limitation for intent and gross negligence as well as for damages resulting from injury to life, body, or health.
3. For slight negligence, carmalls is only liable for breach of essential contractual obligations and limited to the typically foreseeable damage. The liability is limited to a maximum of 10,000 EUR per case of damage.
4. Liability for indirect damages and consequential damages is excluded.
5. The above limitations of liability also apply in favor of the legal representatives and vicarious agents of carmalls.

10. Indemnification

The Dealer shall indemnify carmalls against all claims made by third parties against carmalls due to the infringement of their rights by content posted by the Dealer or due to other use of the carmalls Service by the Dealer. The Dealer shall also bear the costs of the necessary legal defense of carmalls.

11. Data Protection

The processing of personal data is carried out in accordance with carmalls' privacy policy.

12. Amendments to the Contract

1. Amendments to these Terms will be communicated to the Dealer by email at least 15 days before they come into effect. If the Dealer does not object to the validity of the new Terms within 15 days after receipt of the notification, the amended Terms shall be deemed accepted.
2. The right to amend the Terms is limited to regulations whose amendment is reasonable for the Dealer, in particular because they are minor and objectively justified.

13. Final Provisions

1. The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.
2. The place of performance and exclusive jurisdiction for all disputes arising from and in connection with this contract is the registered office of carmalls, provided that the Dealer is a merchant, a legal entity under public law, or a special fund under public law.
3. Should individual provisions of these Terms be or become invalid, the validity of the remaining provisions shall remain unaffected.

Version: 21.10.2024