General Terms and Conditions (GTC)

As of: May 2026

§ 1 Scope, Contracting Parties, Language

(1) These General Terms and Conditions (hereinafter "GTC") apply to all contracts, pre-contractual negotiations and other business relationships between

Keyless Real Estate GmbH
Vogelsanger Weg 157, 40470 Düsseldorf, Germany
Registered in the commercial register of the Düsseldorf Local Court under HRB 107024
VAT ID: DE356926334
Managing Director: Aylin Kutlu
Phone: +49 172 4582899
Email: info@keylessrealestate.com

(hereinafter "Keyless", "we" or "us") and its customers, prospective customers, and users of the website keylessrealestate.com, including all associated subdomains and dashboard areas (collectively, the "Platform").

(2) A customer within the meaning of these GTC is any natural or legal person who enters into a brokerage contract with Keyless, registers on the Platform, posts a listing, or otherwise uses the services of Keyless.

(3) A consumer within the meaning of these GTC is any natural person who enters into a legal transaction for a purpose that can predominantly be attributed neither to their commercial nor to their independent professional activity (§ 13 of the German Civil Code – BGB). An entrepreneur is any natural or legal person or partnership with legal capacity who, when entering into a legal transaction, acts in the exercise of their commercial or independent professional activity (§ 14 BGB).

(4) Deviating, conflicting or supplementary general terms and conditions of the customer do not become part of the contract unless Keyless expressly agrees to their validity in text form.

(5) The language of the contract is German. Translations into other languages (e.g. English, Turkish) are provided for information purposes only. In the event of discrepancies, the German version shall prevail.

§ 2 Subject Matter of the Services

(1) Keyless acts as a real estate broker holding a trade licence pursuant to § 34c of the German Trade Regulation Act (GewO) (issuing authority: the competent municipal/district administration at the registered office). Its activities include, in particular:

• identifying opportunities to enter into contracts for real estate (purchase, rental, leasing) in Germany and abroad, with a focus on Cyprus, Türkiye, the United Arab Emirates, Greece, Spain, the United Kingdom, Indonesia, the Maldives and Qatar;
• brokering such contracts;
• publishing and managing property listings on the Platform;
• supporting the initiation of business relationships between prospective buyers, sellers, local partner agencies and project developers;
• providing information material on international construction projects and real estate markets.

(2) Any activities going beyond the above, in particular legal, tax or investment advisory services, investment brokerage, financial portfolio management, or any other activity requiring authorisation under the German Banking Act (KWG), the German Securities Trading Act (WpHG), the German Investment Firm Act (WpIG) or the German Regulation on Financial Investment Intermediaries (FinVermV), are not provided by Keyless. Information in the "Investments" section of the Platform serves exclusively to announce construction projects and property offers; it does not constitute a recommendation, investment advice, or public offering within the meaning of financial supervisory regulations. For legal, tax and investment matters, the customer is required to consult an independent adviser (lawyer, tax adviser, investment adviser).

(3) Keyless does not owe a specific result, but rather diligent performance under the respective brokerage contract concluded. Brokerage is carried out to the best of our ability, but without any guarantee of a contract being concluded.

§ 3 Brokerage Contract, Commission

(1) The brokerage contract is concluded by express or implied agreement in text form, typically by the customer being sent and making use of an exposé, property reference, or commission agreement.

(2) The commission amount is determined by the individual agreement reached in each case. Unless otherwise agreed, German property sales are subject to the rules of §§ 656a et seq. BGB (sharing of the internal commission upon sale of an apartment or single-family home to a consumer). For brokerage with a foreign component, the commission may be agreed differently, including an internal or external commission paid by the seller or developer; the customer will be informed of this in text form before the contract is concluded.

(3) Keyless's claim to commission arises as soon as a valid main contract (purchase, rental, or lease agreement) is concluded between the customer and the contractual counterparty as a result of Keyless's identification or brokerage activity (§ 652 BGB). The commission becomes due upon conclusion of the main contract and is payable to Keyless immediately, without deduction, unless otherwise agreed in writing.

(4) Unless expressly stated otherwise, all commissions are exclusive of the applicable statutory value-added tax.

(5) The right to commission does not lapse where the main contract is concluded subject to a condition precedent or subsequent, once the condition occurs or fails to occur within the meaning of § 652 BGB.

(6) Prior knowledge: The customer undertakes to notify Keyless in text form without undue delay after receiving an exposé or property reference if the property referred to was already known to them. Otherwise, knowledge is deemed to have been conveyed by Keyless.

§ 4 Customer Obligations

(1) The customer undertakes to treat the exposés, property documents and other information provided to them as confidential and not to pass them on to third parties without the express consent of Keyless. If the customer passes such information on to third parties who, as a result, conclude the main contract, the customer owes Keyless the agreed commission in full, or at least damages in the amount of the commission lost.

(2) The customer warrants that all information provided by them (in particular regarding their identity, financial circumstances, and the listed property) is true and complete.

(3) Where Keyless is required by law — in particular by the German Money Laundering Act (GwG) — to identify the customer, the customer shall provide the necessary information and submit the required evidence (identity documents, commercial register excerpt, evidence regarding the beneficial owner, etc.). Keyless is entitled to defer the provision of services until all required evidence has been submitted in full.

§ 5 User Content and Listings

(1) Registered users may publish property listings on the Platform. The user is solely responsible for the accuracy, completeness and legality of any content posted by them.

(2) The user warrants that they hold all necessary rights of use to the content uploaded (texts, photos, videos, plans). By uploading such content, the user grants Keyless a non-exclusive, royalty-free, worldwide right of use, limited to the duration of the listing, for the purposes of making the content publicly available, reproducing, and distributing it within the Platform and in connection with its promotion.

(3) Prohibited content includes in particular:

• non-existent, duplicate, or deliberately misleading offers;
• content that infringes applicable law (in particular competition law, copyright, trademark or personality rights);
• discriminatory, racist, violence-glorifying, pornographic, or otherwise immoral content;
• malware, phishing links, or content suitable to deceive third parties;
• advertising of services or products of third parties which are not directly related to the property listed.

(4) Keyless is entitled to remove, block, or shorten posted content without prior notice if it violates section (3) above or if there are concrete indications of such a violation. In the event of serious or repeated violations, Keyless may permanently suspend the user account.

(5) The user shall indemnify Keyless against all claims of third parties asserted against Keyless as a result of content posted by the user, including reasonable costs of legal defence. This does not apply to the extent that the user is not responsible for the violation.

§ 6 Registration, User Account, Communications Area

(1) Certain functions of the Platform (e.g. favourites list, listing management, saved searches, the communications/news area) require registration. The user must provide truthful and complete information and update it promptly in the event of changes.

(2) Login credentials shall be kept confidential and protected from access by third parties. In the event of any suspected misuse of the account, Keyless must be notified without undue delay.

(3) In the communications area ("Mitteilungen"), Keyless provides selected registered users with project-related information and documents. Access to certain folders and content is granted only with the express approval of Keyless. Content provided in this way is confidential; disclosure to third parties is prohibited without Keyless's prior written consent.

(4) Keyless is entitled to block or delete user accounts in the event of breaches of these GTC, in the event of justified suspicion of identity misuse, or after prolonged inactivity (more than 24 months without login). Prior to deletion, the user will typically be informed by email, where possible and reasonable.

§ 7 Remuneration, Payment Terms

(1) Use of the basic functions of the Platform (creating a user account, browsing, favourites list, contact requests) is free of charge for end customers.

(2) For commercial listings, premium placements, or other paid additional services, the price list valid at the time of booking applies. The price list will be made available to the user in text form before the contract is concluded.

(3) Unless otherwise agreed, invoices are due for payment within 14 days of the invoice date without any deduction. In the event of late payment, Keyless is entitled to charge statutory default interest and a reasonable reminder fee (€40 against entrepreneurs pursuant to § 288(5) BGB).

(4) Set-off against claims of Keyless is only permitted with undisputed or legally established counterclaims. The customer may only exercise a right of retention where the counterclaim arises from the same contractual relationship.

§ 8 Right of Withdrawal for Consumers

For contracts concluded off-premises or as distance contracts, consumers have a statutory right of withdrawal in accordance with §§ 312g, 355 et seq. BGB.

Withdrawal Instructions

Right of withdrawal. You have the right to withdraw from this contract within 14 days without giving any reason. The withdrawal period is 14 days from the day on which the contract was concluded.

To exercise your right of withdrawal, you must inform us

Keyless Real Estate GmbH
Vogelsanger Weg 157, 40470 Düsseldorf, Germany
Phone: +49 172 4582899
Email: info@keylessrealestate.com

by means of a clear statement (e.g. a letter sent by post or by email) of your decision to withdraw from this contract. You may use the model withdrawal form provided below, which is not mandatory.

To meet the withdrawal deadline, it is sufficient that you send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

Consequences of withdrawal. If you withdraw from this contract, we shall reimburse all payments received from you without undue delay and no later than 14 days from the day on which we receive notification of your withdrawal from this contract.

Compensation for early performance. If you have requested that services begin during the withdrawal period, you shall pay us a reasonable amount corresponding to the proportion of services already performed up to the time at which you inform us of the exercise of your right of withdrawal in respect of this contract, compared to the total scope of services provided for in the contract.

Expiry of the right of withdrawal. The right of withdrawal expires in the case of a contract for the provision of services if we have fully performed the service and only began performing it after you had given your express consent and at the same time acknowledged that you would lose your right of withdrawal once we had fully performed the contract.

Model Withdrawal Form

(If you wish to withdraw from the contract, please fill in this form and return it.)

To: Keyless Real Estate GmbH, Vogelsanger Weg 157, 40470 Düsseldorf, Germany, Email: info@keylessrealestate.com

I/We (*) hereby withdraw from the contract concluded by me/us (*) for the purchase of the following goods (*) / the provision of the following service (*):
___________________________________________________________________

Ordered on (*) / received on (*): _______________________________________
Name of consumer(s): ___________________________________________________
Address of consumer(s): _______________________________________________
Signature of consumer(s) (only if communicated on paper): ________________
Date: _________________________________

(*) Delete as applicable.

§ 9 Liability

(1) Keyless is liable without limitation for damage arising from injury to life, body or health resulting from intentional or negligent breach of duty by Keyless, its legal representatives or vicarious agents, as well as for other damage resulting from intentional or grossly negligent breach of duty.

(2) For slightly negligent breaches of material contractual obligations (cardinal obligations), Keyless's liability is limited to the damage typically foreseeable under the contract. Material contractual obligations are those whose fulfilment is essential to the proper performance of the contract and on whose compliance the customer may regularly rely. Otherwise, liability for damage caused by slight negligence is excluded.

(3) Keyless does not warrant the accuracy, completeness or currency of information about property objects provided by sellers, agents, or third parties (in particular exposés, plans, descriptions, images, energy performance certificates, or official information). In particular for properties located abroad, the customer is required to carry out their own checks with the assistance of local advisers.

(4) Keyless does not warrant the continuous availability of the Platform. Scheduled maintenance will be announced where possible. No liability is assumed for disruptions caused by force majeure, cyber attacks, outages of third parties (hosting providers, internet nodes) or comparable events.

(5) The above limitations of liability do not apply to mandatory statutory liability, in particular under the German Product Liability Act, for fraudulently concealed defects, or where a guarantee has been given.

§ 10 Data Protection

Personal data is processed in accordance with our Privacy Policy, which is accessible in the footer of the Platform.

§ 11 Contract Term, Termination, Suspension

(1) Unless expressly agreed otherwise, the use of the Platform account is concluded for an indefinite period and may be terminated by either party at any time in text form without observing any notice period.

(2) Brokerage contracts end upon the successful conclusion of a contract regarding the object or upon express termination in text form.

(3) The right to extraordinary termination for good cause remains unaffected. For Keyless, good cause exists in particular if the customer materially breaches their contractual obligations despite a warning, misuses the Platform, or violates the obligations specified in § 5.

§ 12 Online Dispute Resolution, Consumer Arbitration

(1) The European Commission provides a platform for online dispute resolution (ODR), which is available at https://ec.europa.eu/consumers/odr. Our email address is info@keylessrealestate.com.

(2) Keyless is neither willing nor obliged to participate in dispute resolution proceedings before a consumer arbitration board (§ 36 of the German Consumer Dispute Resolution Act – VSBG).

§ 13 Final Provisions

(1) The law of the Federal Republic of Germany shall apply, to the exclusion of the UN Convention on Contracts for the International Sale of Goods. For consumers who, at the time of contract conclusion, have their habitual residence in a state other than Germany, the application of mandatory consumer protection provisions of that state shall remain unaffected.

(2) If the customer is a merchant, a legal person under public law, or a special fund under public law, or if the customer has no general place of jurisdiction in Germany, Düsseldorf shall be the exclusive place of jurisdiction for all disputes arising from or in connection with the contractual relationship. Keyless is also entitled to sue at the customer's general place of jurisdiction.

(3) Amendments and supplements to these GTC must be made in text form. This also applies to the cancellation of this written-form clause.

(4) If individual provisions of these GTC are or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision that comes closest, in economic terms, to the original intent of the parties.

(5) Keyless is entitled to amend these GTC with effect for the future, provided that the amendment is reasonable for the customer, in particular because it is minor, necessary to adapt to legislative or supreme-court changes, or does not constitute a material impairment of the main service. The customer will be informed of amendments at least six weeks before they take effect, by email or upon the next login. If the customer does not object to the amendment in text form within this period, the amendment shall be deemed accepted. The right to object will be specifically referred to in the notice of amendment.