Terms and Conditions
Section 1 Scope of Application, Definitions
1. Scope of Application: These General Terms and Conditions (GTC) govern the use of the online marketplace “www.omsi24.com” or “www.app.omsi24.com”, operated by OMSI 24 UG (limited liability), hereinafter referred to as OMSI 24, as well as OMSI 24’s referral and brokerage services in connection with the planning, construction, trading, and brokerage of services related to photovoltaic systems. These GTC are applicable to all brokerage and referral services, regardless of whether they are recorded in individual or multiple contract documents or result wholly or partially from the information on the online marketplace and/or from further communication.
2. For the purposes of these terms, the term “Customer” includes any natural or legal person, as well as any (partially) legally capable partnership, that has been registered by OMSI 24 and has received access data from OMSI 24. Customers who conclude the respective legal transaction for a purpose that can be attributed predominantly neither to their commercial nor their independent professional activity are considered consumers according to § 13 BGB (German Civil Code). In other cases, customers are considered entrepreneurs according to § 14 BGB.
3. Validity of the GTC: The present General Terms and Conditions (GTC) of OMSI 24 are exclusively valid. Any conflicting or deviating terms of a contractual partner are hereby rejected. Deviating GTC have no legal effect unless their validity has been expressly agreed to by OMSI 24.
Section 2 Registration, Conclusion and Term of Contract, Termination
1. Registration and Account Activation: To use the OMSI 24 online marketplace, each customer registers by filling out the registration form with their email address and a self-chosen password. The customer then receives a confirmation email to verify their email address and activate their account. After successful activation, the customer can use the online marketplace. The user agreement between OMSI 24 and the customer is concluded upon activation of the account.
2. Term and Termination: The user agreement is concluded for an indefinite period and can be terminated by either party at any time in writing with 14 days’ notice. Termination does not affect any obligations whose term of validity has been contractually fixed for agreed periods (e.g., commission according to Section 8 of these provisions).
Section 3 Description of Services
1. OMSI 24 provides customers with an online marketplace specifically designed for the interaction, review, evaluation, and processing of contracts related to the acquisition and/or sale of brokerage objects.
Brokerage objects in this provision include the following: photovoltaic systems already fully or partially completed, photovoltaic systems to be built in the future, and rights to photovoltaic projects, as well as combinations of items that can be classified from the aforementioned brokerage objects.
2. Registered customers have the option to either offer brokerage objects for sale as providers (referred to as “Providers”) on the online marketplace or to view these offers as prospective buyers (referred to as “Investors”). Investors can submit bids or ask questions directly to OMSI 24, which are then forwarded to the respective Providers. Negotiations with Providers typically take place through OMSI 24 employees.
3. OMSI 24 is not a party to the purchase agreements between Providers and Investors. These purchase agreements are exclusively binding for the respective Providers and Investors. The processing and fulfillment of purchase agreements take place outside the online marketplace provided by OMSI 24. OMSI 24 does not make purchase offers in its own name and does not accept purchase offers from customers.
4. The brokerage objects and legal positions offered on the online marketplace are not owned or possessed by OMSI 24. Contracts concluded between the CUSTOMERS of the online marketplace are outside the sphere of influence of OMSI 24. OMSI 24 is not responsible for the suitability of a brokerage object for a specific purpose assumed by a customer or for the success an Investor planned with the brokerage object supplied/promised by the Provider. The same applies to any legal or material defects of the contractual objects.
Section 4 General Terms of Use / Confidentiality of Information
1. The services provided by OMSI 24 (cf. Section 3 of the GTC) and information are intended exclusively for the personal and direct use of the customer and are subject to strict confidentiality. The customer is prohibited from disclosing or commercially using data and information about persons, companies, products, projects, offers, or firms known to them through OMSI 24 to third parties without the express permission of OMSI 24. If the customer represents operating or participating companies, it is possible to name these companies as CUSTOMERS during registration. The companies named and represented by the customer will then not be considered third parties within the meaning of this provision.
2. The customer is obliged to immediately notify OMSI 24 of any changes regarding their address, personal, or company data, especially changes in the legal form of the company or the company name.
3. The access data provided by OMSI 24 for using the online marketplace should be kept secure to prevent unauthorized access by third parties.
4. The customer is responsible for ensuring that no unlawful acts are committed using their access data, within the framework of legal provisions. In the event of unauthorized use of their access data, the customer is obliged to inform OMSI 24 immediately so that appropriate measures can be taken to block the access data.
Section 5 Special Conditions for Providers
1. A Provider is authorized to provide information about the brokerage objects they offer on the online marketplace. In this context, the Provider is obliged to categorize each of their brokerage objects into the appropriate category and to provide a precise and comprehensive description. In particular, they must clearly mark any conditions, rights of withdrawal, and other reservations. The description of the brokerage objects is done by entering project data into the designated fields. Furthermore, the Provider is obliged to provide additional project documentation. In their own interest, the Provider should provide all essential information for the Investor’s purchase decision. This includes, above all, all traffic-relevant properties and value-forming characteristics of the offered object, as well as any restrictions and circumstances that could affect the value of the offered brokerage object. OMSI 24 is not obliged to verify and confirm the Provider’s information.
2. OMSI 24 reserves the right to review any offer before its publication on the online marketplace and may refuse or terminate its publication.
3. Should changes be made to or occur in the brokerage object, these must be announced in the online marketplace as soon as possible, but no later than within 5 days, by updating the project information and project documentation. Alternatively, notification of changes can also be sent by email to info@omsi24.
4. The PROVIDERS declare and assure that they will independently notify OMSI 24 about the conclusion of subsequent transactions with CUSTOMERS. Upon request, they will provide comprehensive information on any subsequent transactions.
Section 6 Special Conditions for Prospective Buyers
1. The Investor registers independently on the OMSI24 company website to use the services of the online marketplace. By registering on the website, the Investor declares their purchase interest to OMSI24 and thereby expresses their willingness to receive information about potential investment opportunities. After successful registration, they can view all listings with basic information.
2. If an Investor has a particular interest in a specific project, they are free to request the release of project data. The sales team will support and advise the Investor to ensure they receive the necessary project data about the project.
3. After the Investor has successfully reviewed the project data and decides to acquire the project, they sign a letter of intent to purchase. Upon receipt of the signed letter of intent, OMSI 24 will release the Provider’s contact details so that the Investor can finalize the purchase.
Section 7 Sanctions for Disclosure or Publication of Data
Investors and other customers of the online marketplace are not entitled to use the information and data made accessible to them through its use for purposes other than their own contractually agreed purposes. In particular, it is prohibited to publish, disseminate, disclose, store, or reproduce offer and address data, whether for a fee or free of charge, or to enable third parties to do so or participate in such actions. In the event of a breach of these confidentiality and secrecy obligations, claims for damages may be asserted. Furthermore, customers are not permitted to send advertisements to registered customers without prior express consent from OMSI 24. A violation of these provisions may lead to the blocking and exclusion from OMSI 24’s services. Any existing confidentiality agreements between Investors and OMSI 24 remain unaffected, as do the continuing commission payment obligations according to Section 8.
Section 8 Brokerage/Referral Commission, Subsequent Commission
1. OMSI 24 does not charge a fee for providing protected project documentation to Investors.
2. For the brokerage of contacts between Providers and Investors and for the resulting business transactions, OMSI 24 is generally remunerated by the Provider. However, OMSI 24 is also entitled to agree on remuneration with the Investor in individual cases. In this context, OMSI 24 may receive remuneration from multiple parties involved in the same transaction. There is no obligation to disclose the amount or specific structure of such remuneration.
3. OMSI 24’s remuneration from the Provider becomes due and earned as soon as contracts are concluded between the Provider of a brokerage object and the buyer/investor, whether for the brokerage object advertised on the OMSI 24 platform or another photovoltaic project of the Provider.
4. All prices stated in these GTC and in individual offers are net plus statutory VAT.
5. If the fulfillment of a legally concluded contract between Provider and buyer fails, OMSI 24’s remuneration remains unaffected. This also applies if one or both parties withdraw from the contract, subsequently contest or cancel the already concluded contract.
6. Sellers and end-buyers are obliged to disclose all transactions between them for a period of up to 2 years after the end of the marketing phase to prevent circumvention transactions. In the event of a breach of this obligation, a penalty payment must be made. A penalty fee of 10% of the sum of the purchase prices agreed upon during the circumvention between the Provider and the prospective buyer will be levied.
7. The obligation to pay remuneration also applies to all subsequent transactions between the buyer and the provider that users conclude within three years after the conclusion of an initial transaction brokered or referred by OMSI 24. It is irrelevant whether these subsequent transactions are conducted via the online marketplace. The processing of these transactions must take place exclusively through the OMSI 24 sales team. Providers are obliged to inform OMSI 24 unsolicited if the buyer contacts them to inquire about another project for purchase. Similarly, prospective buyers are obliged to inform OMSI 24 unsolicited if the provider contacts them to offer another project for sale.
8. Should the Investor have already received the same offer from another source before the brokerage project was activated by OMSI 24, the Investor is obliged to submit this knowledge in writing with corresponding proof to OMSI 24 within 14 days. If this is not done, the Investor is not permitted to invoke prior knowledge, and OMSI 24 retains the right to remuneration regardless of the Investor’s prior knowledge. OMSI 24’s claim to remuneration for successful brokerage services arises regardless of whether the Investor already had knowledge of the offer.
Section 9 Responsibility for Content and Indemnification Claim
1. OMSI 24 acts exclusively as the operator of the online marketplace and enables CUSTOMERS to publish their own offers. OMSI 24 is not obliged to check the content or legal admissibility of the offers before their publication. OMSI 24 assumes no responsibility for the information provided on the platform.
2. The responsibility for the content and information published on the online marketplace lies exclusively with the customer. The customer is obliged to comply with all applicable legal provisions when publishing their offers. This includes, in particular, the selection, design, and publication of offers, as well as the transmission and publication of project information and project documentation. It is the customer’s responsibility to ensure that their actions do not violate applicable law. Their publications must not violate protective laws, criminal laws, or regulatory provisions, nor the rights of third parties, including industrial property rights such as patents, trademarks, designations, names, or personal rights.
3. The customer undertakes to indemnify OMSI 24 against all claims by third parties arising from the publication of the data and offers provided by them, regardless of their nature.
Section 10 Rejection and Removal of Database Entries/Account Suspension
OMSI 24 is authorized to suspend a CUSTOMER’s offers and their access data if the CUSTOMER violates the provisions of these GTC, applicable law, general moral standards, or the rights of third parties, or if OMSI 24 has a legitimate interest in suspending the CUSTOMER. The decision on the acceptance of new offers is at the sole discretion of OMSI 24.
Section 11 Special Provisions on the Limitation of Liability of OMSI 24
1. OMSI 24 assumes no liability for the accuracy and/or completeness of the information, tips, recommendations, or advice contained on its online presence or made accessible through it.
2. Any liability of OMSI 24 for damages due to data transmission errors, data loss, or incorrect reproduction of a database entry after its input is excluded, unless they are based on intentional or grossly negligent conduct of OMSI 24, its vicarious agents, or legal representatives.
3. Towards entrepreneurs in accordance with § 14 BGB, OMSI 24 only assumes responsibility for damages resulting from a breach of essential contractual obligations, provided this is attributable to intentional or grossly negligent behavior by its legal representatives or senior executives. Liability is furthermore limited to the amount of damages typically foreseeable at the time the contract was concluded.
4. The above limitations and exclusions of liability do not apply to claims under the Product Liability Act, damages resulting from injury to life, body, health, or mandatory statutory liability norms, or in the case of intentional or grossly negligent conduct on the part of OMSI 24.
5. OMSI 24 assumes no liability for errors in the hardware or software on the servers used for the operation or administration of the online marketplace, direct errors such as data loss on the customer’s local system, transmission of viruses, unavailability, or damage to the hardware and software on the customer’s local IT system. The customer has no claim to the completeness, accuracy, or restoration of data (e.g., in the event of the destruction of the databases used for the operation of the online marketplace), unless OMSI 24 acts intentionally or with gross negligence.
Section 12 Data Protection
1. OMSI 24 processes personal data of customers for specific purposes and in accordance with legal provisions. The personal data provided for registration or the conclusion of the contract (e.g., name, email address, address, payment data) are used by OMSI 24 exclusively for the fulfillment and processing of the contract. OMSI 24 undertakes to treat personal data confidentially and not to pass it on to uninvolved third parties.
2. Customers have the right to receive information about their stored personal data at OMSI 24 free of charge upon request. Furthermore, they can have incorrect data corrected and request the blocking or deletion of their data, subject to statutory retention obligations.
Section 13 Place of Performance and Jurisdiction / Applicable Law
1. For all obligations arising from or in connection with this contract, in particular payments and deliveries, Bad Saarow is the place of performance, provided the customer is an entrepreneur.
2. This contract is governed by the substantive law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods.
3. If the contractual partner of OMSI 24 is an entrepreneur, a legal entity under public law, or a special fund under public law, Berlin is established as the place of jurisdiction for all disputes arising from the business relationship with the customer. Unless there is a mandatory legal deviation, a commercial chamber at the Berlin Regional Court shall have jurisdiction in the first instance.
Section 14 Amendments to these GTC, Contract Language
1. OMSI 24 reserves the right to change these GTC at any time and without giving reasons. The amended conditions will be sent to the customer by email at least 14 days before they take effect. Unless the customer objects to the new GTC within 14 days of receiving the email, they shall be deemed accepted.
2. The contract language is German, unless mandatory provisions dictate otherwise.
Section 15 Dispute Resolution and Online Dispute Resolution
1. We undertake to resolve disputes with consumers before a recognized consumer arbitration board. Consumers can contact the following body for this purpose: Allgemeine Verbraucherschlichtungsstelle des Zentrums für Schlichtung e.V., Straßburger Straße 8 – 77694 Kehl am Rhein, www.verbraucher-schlichter.de.
2. Complaint procedures can be settled via Online Dispute Resolution for consumers (ODR): http://ec.europa.eu/consumers/odr/.
Section 16 Severability Clause
Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions shall remain unaffected. In place of the invalid provision, a regulation shall apply that comes closest to the economic purpose of the invalid provision. The same applies in the event of a regulatory gap.
