General Terms and Conditions (AGB)

Platform & network – Status: May 2025

1. Scope of Application

These General Terms and Conditions (GTC) govern the use of the bluegardens platform (“Platform”) at www.bluegardens.com, as well as membership, services and service offerings for members, partner companies, suppliers, planners, architects, and associations.

For members, partner companies, suppliers, planners, and architects with whom separate individual contracts (e.g., cooperation agreement, participation agreement, subscription form) have been concluded, the provisions of these individual contracts shall take precedence over these GTC in case of conflicting provisions.

2. Description of Services

The Platform mediates garden, pool, and outdoor projects to certified specialist companies, planners, architects, and suppliers.

Members receive access to digital tools, marketplace, purchasing benefits, academy, marketing services, knowledge exchange, and participation in the network.

bluegardens is a mediation platform and network, not a general contractor. Contracts for services or deliveries are concluded solely between clients and partner companies.

3. Registration and Membership

Registration as a member (company, supplier, planner, architect, association) requires an application and activation by bluegardens. Upon acceptance, the member becomes a shareholder and receives the rights and obligations specified in the respective individual contract.

Each member undertakes to provide all information truthfully and completely and to keep their data up to date.

4. Mediation & Contract Conclusion

bluegardens mediates inquiries, projects, and leads via a matching system to suitable specialist companies and partners.

Offers, contracts, and agreements are concluded directly between clients and partner companies. bluegardens assumes no responsibility for the content, quality, or execution of the agreed services.

The Platform is entitled to technically moderate offers and messages but is not obliged to review or forward them.

5. Use of Digital Services

Members receive access to digital services (e.g., academy, marketplace, project files, lead management, checklists, newsletter) if they accept the applicable terms of use.

Disclosure of access data to third parties is not permitted.

Abuse of the Platform and its services is prohibited.

6. Conduct Obligations and Community Rules

Members and users undertake to communicate truthfully, respectfully, and lawfully and to comply with all applicable laws.

Ratings and references must be objective, factual, and free from defamatory criticism.

Spam, self-promotion outside designated areas, manipulation, or technical attacks on the Platform are prohibited.

7. Rights and Obligations as Member/Shareholder

Members are entitled to vote at the general meeting and may participate in decisions of the Platform.

Specific participation rights, models of participation, voting weights, conditions for acquisition and transfer of shares, and compensation upon leaving are governed by the respective individually concluded agreements (e.g., cooperation agreement, participation agreement, subscription form) as well as the current articles of association and shareholder agreement. In the event of conflict, these individual agreements take precedence over the GTC.

There is no entitlement to specific leads, orders, or project volumes.

8. Fees and Payment Terms

Members may incur one-off or recurring fees (e.g., membership fee, service packages, special services, marketplace usage). The respective fees are specified separately at contract conclusion or result from the individually concluded contract.

Invoices are due immediately upon receipt without deduction unless otherwise agreed.

9. Data Protection

The collection, processing, and use of personal data is carried out exclusively in accordance with applicable data protection laws and the bluegardens privacy policy.

Data will not be disclosed to third parties unless required for contract execution or by law.

10. Liability

bluegardens is only liable for damages resulting from intentional or grossly negligent breaches of duty. In the event of slight negligence, bluegardens is only liable for breaches of essential contractual obligations (cardinal obligations), and then only for foreseeable damage.

bluegardens assumes no liability for contracts and services between clients and partner companies.

No liability is assumed for technical failures or maintenance periods for consequential damages.

In relation to members and partner companies, the liability provisions of the individually concluded contracts shall take precedence in case of doubt.

11. Term, Termination, End

For members, partner companies, suppliers, planners, and architects, only the individually agreed terms and termination periods in the respective individual contracts apply. Unless otherwise provided therein, the following applies:
Ordinary termination is possible with six months’ notice to the end of a quarter. The right to extraordinary termination for good cause remains unaffected.

Upon termination taking effect, all access rights to the Platform and digital services expire. Outstanding claims and any claims arising from the contractual relationship remain until fulfilled.

Regulations on the transfer and valuation of shares upon leaving are governed solely by the provisions of the individually concluded participation agreement or subscription form, which take precedence over these GTC.

12. Amendments to the GTC

bluegardens reserves the right to amend these GTC with effect for the future. Members will be informed of any changes in text form in good time. If a member does not object to the amendment within 30 days of receipt of the notification, the amendments shall be deemed approved.

Amendments to the GTC have no effect on individually concluded contracts unless an adjustment is expressly agreed there.

13. Final Provisions

The law of the Federal Republic of Germany applies.

Place of jurisdiction for merchants and legal entities is Cologne.

Should any provision of these GTC be or become invalid, the validity of the remaining provisions shall not be affected.

bluegardens AG – Board of Directors, Network & Community
Augustinusstraße 11a, 50226 Frechen
www.bluegardens.com | info@bluegardens.com