1. General

1.1 Scope of Application
These General Terms and Conditions shall apply in the version valid at the time of conclusion of the contract to all business relations between us, FutureLabs GmbH, Schneebergstraße 1, 95632 Wunsiedel, and you. Should you use conflicting General Terms and Conditions, these are hereby expressly rejected.

1.2 Contractual Agreement
Contract language is German.
“Users” are persons who use the functions of our platform.
“Sellers” are persons who advertise vehicles via our website.
“Buyers”, on the other hand, are persons who purchase or are interested in the advertised vehicles of the sellers.

1.3 Registration (free user agreement)
In order to use the full scope of our website, it is first necessary to create an account. Here, the data required for the provision of services by us will be requested. The entries are confirmed by clicking on the “Register” button. You will then receive a confirmation e-mail with the information required for a login. Only when you have logged in to our website for the first time with this information, the registration is completed.

The password that gives you access to the personal area must be kept strictly confidential and may not be disclosed to third parties under any circumstances. You shall take appropriate and reasonable measures to prevent third parties from obtaining knowledge of your password. An account cannot be transferred to other users or other third parties. We are not liable for any damage caused by misuse of your password. By registering, you enter into a free user agreement with us.


1.4 Uploading vehicles

After registering on HeartBids, you as a seller, can upload a vehicle to be offered on the platform. To do this, you can enter or upload information about the vehicle, such as model, equipment, vehicle history, proof of ownership/authorization to sell, asking price/minimum price (optional for auctions), links to any existing listings, and pictures or videos of the vehicle. We will then check whether the vehicle matches our offers on HeartBids and can be sold via the platform.

1.5 Conclusion of Contract

1.5.1 Between us and the seller

We will notify you of the result of our review of your requested offer. If our review shows that your offer does not fit our platform, we will delete the data and information you provided us for the offer after four weeks. If, on the other hand, your submission fits our platform, you can provide additional pictures, videos, appraisals and information for your submission in the next step. Afterward, we create the advertisement and send it (preview) to you for final approval. When you return to the account after reviewing the preview, you will then receive information about our user fee rates (which you can find in our linked user fee regulations), how this is to be paid, and the payment options that are available to the buyer and that only he can select. You then have the opportunity to check all the information once again and, if necessary, to correct any input errors by sending us a separate message before you release the advertisement by clicking on the button ” advertise with the obligation to pay “. With the release, you declare your contract offer bindingly to the liable to pay advertisement costs. We will immediately confirm receipt of your release declaration. The confirmation of receipt represents our binding acceptance of the paid advertisement. With the acceptance, the contract is concluded.

The contract’s text will be stored by us and sent to you in text form (e-mail) together with these General Terms and Conditions and information after the conclusion of the contract. However, the contract’s text can no longer be retrieved by you via the website. Instead, you can use the browser’s print function to print out the relevant website with the contract’s text.

Please note that if ‘bank transfer’ or ‘cash payment’ has been selected as the payment method for the contract between the seller and buyer, the user fee must also be paid to us by bank transfer. However, if the seller and buyer are consumers (so-called consumer-to-consumer business), the selection of ‘bank transfer’ or ‘cash payment’ for the contract between these two parties is not possible. Payment between the parties must then be made via Swiftcourt. The seller’s user fee is still paid to us by bank transfer.

1.5.2 Between sellers and buyers
The following offer formats are available on our platform:

– “Auction”: by auctioning an item, the seller makes a binding offer to conclude a purchase contract. In principle, the duration of the auction is 7 days (offer period), within which the offer can be accepted. If a bid is made within the last 2 minutes before the auction ends, the auction is extended by another 2 minutes. The starting price is 0,00 Euro. The buyer accepts the offer by placing a bid via the bidding function. The acceptance is subject to the condition precedent that the buyer is the highest bidder at the end of the bidding period. Therefore, the bid expires if another buyer submits a higher bid during the bidding period.

– “Minimum price”: Sellers may set a different minimum price for an auction under certain conditions, which must be approved by us. This minimum price can be lowered after the auction has started, but cannot be increased further. Therefore, a buyer’s bid is only binding on the seller if it reaches the minimum price after the auction has ended.

– “Make a Deal”: Sellers can offer their vehicle outside of an auction. The interested party can make a non-public offer for the vehicle, which the seller can accept or reject within 48 hours. If the seller does not respond to the submitted offer within 48 hours, the offer contingent will be refunded to the interested party. Each interested party may submit up to 3 non-public offers for the same vehicle.

Our platform is available to the parties for the execution of the contract.

Before submitting the purchase offer or the purchase acceptance, you have the opportunity to check and confirm your entry. If you recognize any errors in your entry, it is possible to correct the entry instead of confirming it.

Buyers can only withdraw bids if there is a legitimate reason to do so. After a justified bid withdrawal, the seller may contact the next highest bidder.

For all purchase contracts concluded via our platform, the buyer is generally obliged to pay in advance. Unless the buyer and seller agree otherwise, the purchase price is due immediately and is to be paid by the buyer via the payment provider Swiftcourt to the escrow account via the offered payment methods. As soon as the seller has confirmed the handover and the buyer has confirmed proper receipt of the car via the HeartBids platform, the purchase price is released. Confirmation of proper receipt presupposes that the vehicle is in the agreed condition and that there are no significant defects. If the seller and buyer are consumers (so-called consumer-to-consumer business), it is not possible to select ‘bank transfer’ or ‘cash payment’ as part of the purchase contract between these parties. Payment between the parties and payment of the user fee by the buyer to us must then be made via Swiftcourt. Payment of the user fee by the seller to us shall be made by bank transfer.

If desired by the buyer and seller, the digital purchase contract provided by Swiftcourt can be used to process the contract between them.

If the payment cannot be processed via Swiftcourt (e.g. in the event of a technical malfunction or temporary discontinuation of the service) or if the buyer and seller do not wish to process the payment via Swiftcourt (no selection option for consumer-to-consumer business), a different form of payment can also be selected for processing between them. Please note that our user fee claim is not affected by this.

1.5.3 Between us and the buyer

By submitting an offer for the selected vehicle of the seller by clicking on the button “Place offer liable to pay” or “Place bid liable to pay” (for the procedure for concluding a contract between the seller and the buyer, see 1.5.2 of these General Terms and Conditions), you as the buyer simultaneously submit an offer to conclude a contract with us (user fee model). We accept this by notifying the seller of the forwarding of your offer by e-mail. With the acceptance the contract is concluded.

Only upon the conclusion of the contract between you and the seller under 1.5.2 of these General Terms and Conditions, our user fee will then accrue, which is based on the gross sales price for the vehicle and is to be paid to us via Swiftcourt. Our user fee rates can be found in our user fee schedule. If the payment method chosen for the contract between the seller and the buyer is ‘bank transfer’ or ‘cash payment’, the user fee must be paid by bank transfer. Please note that a possible renegotiation of the purchase price via the payment provider Swiftcourt between you and the seller after the conclusion of the contract does not affect the amount of our user fee calculated based on the originally agreed purchase price. If the seller and buyer are consumers (so-called consumer-to-consumer business), it is not possible to select ‘bank transfer’ or ‘cash payment’ as the payment method. Payment between each other and payment of the buyer’s user fee to us must then be made by Swiftcourt.

The contract text will be stored by us and sent to you with these terms and conditions and information after the conclusion of the contract in text form (e-mail). However, the contract’s text can no longer be retrieved by you via the website. Instead, you can use the browser’s print function to print out the relevant website with the contract’s text.

1.6 Subsequent modification of the terms and conditions
We are entitled to make subsequent adjustments and additions to the General Terms and Conditions of Business in relation to existing business relationships, insofar as changes in legislation or case law make this necessary or other circumstances lead to the contractual equivalence relationship being disturbed to a more than insignificant extent. A subsequent amendment of the terms and conditions shall become effective if you do not object within six weeks after notification of the amendment. At the beginning of the period, we will expressly draw your attention to the effect of your silence as acceptance of the contractual amendment and give you the opportunity to make an express declaration during the period. If you object within the time limit, both we and you may terminate the contractual relationship without notice, unless we allow the contractual relationship to continue under the old General Terms and Conditions.

2 Description of services

2.1 General
We offer you a platform on which you can buy and sell vehicles. However, we only provide our website for presentation and sales processing and do not ourselves become a contractual partner in the purchase contract concluded between buyer and seller for the vehicle.

2.2 Performance
We are entitled to have the contract or parts of the contract fulfilled by third parties.

2.3 Time of performance

2.3.1 Registration

Unless expressly agreed otherwise, we shall provide the service immediately after successful registration by activating your account.

2.3.2 Listing

Advertised vehicles will be released as soon as they have been accepted and checked by us, you have agreed to the advertisement created by us (preview) and we have confirmed receipt of your release declaration by us.

2.3.3 Forwarding of the offer

The forwarding of your offer (advertisement models see 1.5.2 of these General Terms and Conditions) shall take place immediately after submission of the offer.

3. Payment and costs

3.1 Prices
All prices are inclusive of value added tax.

3.2 User fee model
We charge a usage fee for the purchase and sale based on the usage fee schedule shown and the sales value (gross). This is to be paid by both buyer and seller and is settled for the buyer via Swiftcourt (Swiftcourt AB, Dockplatsen 1, 211 19 Malmö, Sweden). The seller’s usage fee is to be paid to us by bank transfer. Invoicing occurs through a collective invoice at the end of each month.

If ‘bank transfer’ or ‘cash payment’ has been selected as the payment method for the contract between the seller and buyer, the usage fee must be paid by bank transfer. However, if the seller and buyer are consumers (so-called consumer-to-consumer business), the selection of ‘bank transfer’ or ‘cash payment’ for the contract between these two parties is not possible. Payment between the parties and payment of the buyer’s usage fee to us must then be made by Swiftcourt. The seller’s usage fee will still be paid to us by bank transfer.

Should the contract between seller and buyer become invalid due to circumstances for which we are not responsible, the usage fee already incurred cannot be refunded by us.

Please note that any renegotiation of the purchase price between the seller and buyer via the payment provider Swiftcourt after the conclusion of the contract does not affect the amount of our usage fee calculated based on the originally agreed purchase price.

Please also note that Swiftcourt may request proof of the origin of funds from you in the event of suspected money laundering.

3.3 Default of payment
You will be in default of payment if payment is not received by us within two weeks of receipt of the invoice. In the event of late payment, interest will be charged at a rate of 9 percentage points above the prime rate of the European Central Bank for legal transactions not involving a consumer. If you are in default with your payments, we reserve the right to charge reminder fees in the amount of 2.50 euros. We reserve the right to claim damages in excess of this amount. You shall have the opportunity to prove that we have incurred no or less damage.

3.4 Right of retention
You shall only be entitled to assert a right of retention for counterclaims that are due and based on the same legal relationship as your obligation.

4. Revocation instruction for consumers in distance selling contracts

Revocation instruction

Right of revocation

You have the right to revoke this contract within fourteen days without giving any reason.

The revocation period is fourteen days from the date of conclusion of the contract. To exercise your right of revocation, you must inform us (FutureLabs GmbH, Schneebergstraße 1, 95632 Wunsiedel, phone +49 (0) 9232/9769940 e-mail: info@heartbids.de) of your decision to revoke this contract by means of a clear declaration (e.g. a letter or e-mail sent by post). You can use the attached sample revocation form for this purpose, which is, however, not mandatory.

To comply with the revocation period, it is sufficient that you send the notice of exercise of the right of revocation before the expiry of the revocation period.

Consequences of the revocation

If you revoke this contract, we shall reimburse you all payments we have received from you, including delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the most favorable standard delivery offered by us), without undue delay and no later than within fourteen days from the day on which we received the notification of your revocation of this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees because of this repayment.

If you have requested that the services begin during the revocation period, you shall pay us a reasonable amount corresponding to the proportion of the services already provided up to the point in time at which you notify us of the exercise of the right of revocation with regard to this contract compared to the total scope of the services provided for in the contract.

– End of the revocation instruction –

Special information on the premature expiry of the right of revocation

Your right of revocation shall expire prematurely if we have provided the service in full and have only started to provide the service after you have given your express consent to this and you have simultaneously confirmed your knowledge that you will lose your right of revocation upon full performance of the contract by us.

5. Your responsibility

5.1 General
You are solely responsible for the content and accuracy of the data, offers and information transmitted by you. The contents of these must not violate any applicable laws or these General Terms and Conditions. You also undertake not to transmit any data whose content violates the rights of third parties (e.g. personal rights, rights to a name, trademark rights, copyrights, etc.). In particular, offers with criminal content may not be published or untrue facts asserted.

5.2 Indemnification
You shall indemnify us against all claims asserted against us by third parties on account of such infringements. This also includes the reimbursement of costs of necessary legal representation.

5.3 Mandatory information for offers
As the seller, you are responsible for ensuring that you comply with and properly provide the necessary mandatory information (e.g. obligation to provide a legal notice, revocation instruction with sample revocation form) for your offers. Insofar as we provide you with sample texts for this purpose, these are merely intended as a guide. You must inform yourself about the suitability of the sample texts and, if necessary, obtain legal advice. We expressly do not provide legal advice, as it is not part of our service. We do not assume any liability for the completeness and correctness of the sample texts.

5.4 Proof of authorization
In order to be allowed to sell vehicles on our platform, you must prove your authorization to sell in advance.

5.5 Abusive content or offers
Abusive content or offers will be deactivated or deleted by us without prior notice. Such content designs are given e.g. in the following cases:

– with the attempt to manipulate the price by bidding on own auctions,
– to send spam,
– to send and store infringing, obscene, threatening, insulting or in any other way rights of third parties violating content,
– send or store viruses, worms, Trojan horses or harmful computer codes, files, scripts, agents or programs,
– uploading programs that are likely to disrupt, interfere with or prevent our operation,
– attempting to gain unauthorized access to our service or to individual modules, systems or applications, or granting such access to third parties,
– content that glorifies violence, is pornographic or otherwise offensive or punishable by law.

In case of recurring violations, we reserve the right to block or delete your account. In this case, payments already made cannot be refunded. The right to extraordinary termination remains unaffected.

5.6 Profile data
You are obligated to always keep the content and profile information you have posted up to date and to inform us immediately of any misuse of your profile.

5.7 Prohibition of circumvention
You are not permitted to use knowledge gained about companies, buyers or sellers within the scope of our services for your own purposes beyond the agreement made. For each case of culpable violation of the above provision regarding the prohibition of circumvention, you agree, if you are an entrepreneur, to pay us an appropriate contractual penalty, which may be determined by us and reviewed by the competent court with regard to its appropriateness. We have the right to claim damages exceeding the contractual penalty against proof.

5.8 Exclusivity

Please note that in the case of the contract conclusion forms “Auction” and “Minimum price”, you as the seller are not permitted to offer the vehicle for sale elsewhere (e.g. on other platforms), provided that the respective offer form via our platform is still running or a contract has already been concluded.

6. Term, Suspension and Termination

6.1 Termination of an account
The user relationship is concluded for an indefinite period. It begins with the activation of the account and can be terminated by you at any time by deleting your profile via the usual account deletion routine or by giving notice to us in text form. In particular, we reserve the right to delete accounts that have not been fully registered and that have been inactive for a period of at least six months. A termination of an account, over which currently offers are published / with which in auctions is taken part and/or currently still contracts between buyer and seller must be processed, takes place by us only for important reason. With the termination of the free user contract, the profiles and contents assigned to the account will also be deleted.

6.2 Termination without notice
The right to terminate the contract without notice for good cause remains unaffected. Good cause shall be deemed to exist in particular if

– You have provided incorrect or incomplete information when concluding the contract,

– you repeatedly violate other contractual obligations and do not cease the breach of duty even after being requested to do so by us.

7. Reporting of content and content moderation measures in accordance with the DSA

7.1 Illegal content

The content posted by users on our platform must not violate legal regulations, third-party rights or these General Terms and Conditions. This applies in particular, but not exclusively, to offers.

7.2 Checking the legality of content

We are not obliged to proactively check the content posted by users for its legality or compatibility with the rights of third parties or our General Terms and Conditions.

Nevertheless, we are entitled to carry out voluntary checks to identify and determine illegal or incompatible content and to take appropriate measures in accordance with section 7.6 GTC.

7.3 Procedure for reporting illegal content

All users and third parties have the opportunity to report offers and other content by e-mail at info@heartbids.de or via our contact form.

7.4 Transmission of the content of reports

In the case of a report in accordance with section 7.3 GTC, we are free to forward the content of the report and the data provided in the report to the user who posted the reported content. The identity of the reporting person will only be disclosed to the user if this is absolutely necessary.

7.5 Procedures and tools

As part of the voluntary reviews in accordance with section 7.2 of these GTC and the reports in accordance with section 7.3 GTC, we only use humans to identify, review and moderate content.

7.6 Measures

We may take the following measures if content posted by a user violates legal regulations, the rights of third parties or our General Terms and Conditions:

  • Warning the user;
  • Deletion of bids, offers, ratings or other content that violate the law or the contract;
  • Blocking access to offers, ratings or other content;
  • Hiding of content, including on the search results pages;
  • Downgrading the findability of content;
  • Delaying the publication of offers and other content;
  • Restricting the use of our platform, in particular purchasing activities, sales activities and the ability to post content;
  • Temporary or final blocking of the platform account.

7.7 Final blocking

We will issue a warning to the user concerned before temporarily or permanently blocking them for posting illegal content, provided this does not conflict with the purpose of the blocking. When deciding on temporary or permanent blocking, we will take into account the circumstances of the individual case and in particular, if known

  • the severity, frequency and time periods of the abusive use or the violations committed;
  • the relationship of the abusive use or the violations committed to the other usage behavior
  • the intentions pursued with the abusive use or the infringements committed, insofar as we are able to ascertain them.

7.8 Choice of measures

When choosing a measure, we also take into account the legitimate interests of the user affected by the measure, the legitimate interests of other platform users, the legitimate interests of any rights holders and other third parties as well as our own legitimate interests as a service provider. In particular, we take into account the severity of the respective violation and whether there are indications that the user is not responsible for the violation. We will also take into account whether the respective measure can only be taken if there is good cause. Good cause is required, for example, if the measure could lead to serious disadvantages for the user concerned. If we take a measure, we will inform the user concerned of the measure and the reasons for it in accordance with our legal obligations.

8. Transfer of rights (e.g. texts, videos and images)

By placing content in the database, you grant us the right to use this content for an unlimited period to place and make it available in the database and for retrieval and storage by third parties, in particular, to store, reproduce, make available, transmit, link and publish the content. This may also be done by or in the form of advertising material (in particular, linking on social networks, use for commercials, use for our own website or also in printed form, etc.) by us or by third parties. In this case, the author explicitly waives his right to be named. Furthermore, we receive the right to rework the content, especially if it does not meet the above requirements of these terms and conditions. Accordingly, you transfer to us non-exclusive rights of use to the content, to the extent required by the purpose of the contract (therefore, for example, also for the promotion of our platform).

9. Usability of the services

9.1 Further development of the service / availability
We make every effort to adapt our services to current technical developments. We therefore reserve the right to make changes to the agreed services, insofar as such changes do not affect the core services and are reasonable for the contractual partner, taking into account the interests of the contractual partner. We are also entitled to interrupt the website operation partially or completely within reasonable limits for the purpose of updating and maintenance. In this respect, we do not guarantee the availability of the services offered at any time and do not warrant that the services offered or parts thereof will be made available and can be used from any location. Your warranty rights are not affected by this.

9.2 Technical requirements
The use of the website requires appropriate compatible devices. It is your responsibility to put or keep the device in a condition that allows the use of the website services.

10. Liability

10.1 Disclaimer
We as well as our legal representatives and vicarious agents are only liable for intent or gross negligence. Insofar as essential contractual obligations (i.e. obligations whose compliance is of particular importance for achieving the purpose of the contract) are affected, we shall also be liable for slight negligence. In this case, liability shall be limited to the foreseeable damage typical for the contract. With respect to entrepreneurs, we shall be liable in the event of a grossly negligent breach of non-essential contractual obligations only to the extent of the foreseeable damage typical for the contract.

10.2 Reservation of liability
The above exclusion of liability does not apply to liability for damages resulting from injury to life, body or health. The provisions of the Product Liability Act shall also remain unaffected by this exclusion of liability.

10.3 Data backup
We carry out effective data backups as part of the service provision, but do not provide a general data backup guarantee for the data transmitted by you. You are also responsible for creating appropriate backups of your data at regular intervals to prevent data loss. We will exercise reasonable care in providing the agreed service and will provide the data backup with the necessary expertise. However, we do not warrant that the stored content or data you access will not be accidentally damaged or corrupted, lost or partially removed.

10.4 Liability for content
As the operator of the website, we are not liable for incorrect information provided by users in their posts or profiles. A review of the content posted on our site (especially with regard to the violation of third party rights) does not take place. However, should we become aware of incorrect, inaccurate, misleading or unlawful information, we will check this immediately and remove it if necessary. We also do not guarantee the accuracy, timeliness, completeness, quality or legality of content that does not originate from us. We merely make our platform available to you.


11. Final provisions

11.1 Place of jurisdiction
Our registered office is agreed as the exclusive place of jurisdiction for all legal disputes arising from this contract, provided that you are a merchant, a legal entity under public law or a special fund under public law.

11.2 Choice of law
Unless mandatory statutory provisions according to your home country’s law conflict with this, German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

11.3 Consumer dispute resolution procedure
The EU Commission has created an Internet platform for the online resolution of disputes concerning contractual obligations arising from online contracts (OS platform). You can access the ODR platform at the following link: http://ec.europa.eu/consumers/odr/. We are not willing and not obliged to participate in a dispute resolution procedure before a consumer arbitration board.

11.4 Severability clause
The invalidity of individual provisions shall not affect the validity of the remaining General Terms and Conditions.