General Terms and Conditions (AGB)

Convenience translation. Only the German version (AGB) is legally binding. This translation is for information only. In case of doubt or conflict, the German version prevails.

1. Scope and provider

(1) These General Terms and Conditions apply to the use of the software-as-a-service solution BiteTwo (QR code ordering system for restaurants) by customers of MSL-Digital KG, Eisensteiner Str. 20, 94227 Zwiesel, Germany, represented by its general partner Lóránt Meszlényi (the "Provider").

(2) The offer is aimed exclusively at businesses within the meaning of Section 14 of the German Civil Code (BGB) (restaurants, event organisers and comparable traders), not at consumers.

(3) Conflicting, deviating or supplementary terms of the customer do not become part of the contract unless the Provider expressly agrees to them in text form.

2. Subject matter and services

(1) The Provider makes BiteTwo available to the customer as a web application over the internet. Depending on the stage of development, it covers in particular the management of the menu, groups (tables, bar, rooms, events), guest orders, waiter calls, staff and, optionally, reservations and online payments.

(2) The Provider makes BiteTwo available free of charge (section 6). The current scope of functions follows from the service description on the Provider's website as currently published. The Provider may at any time further develop the software and change, restrict or discontinue functions; there is no claim to keep particular functions.

(3) The Provider owes only the provision of the software in its current version, not any particular commercial success of the customer. Support, setup, training and individual adaptations are only owed if expressly agreed.

3. Conclusion of the contract and registration

(1) The contract is concluded when the customer completes the registration and the Provider confirms it by activating the account or by email. By submitting the registration, the customer accepts these terms.

(2) The customer must provide truthful and complete information at registration and keep it up to date. The customer confirms being a business and authorised to register for the establishment.

4. Customer obligations

(1) The customer keeps its access data and login codes secret and protects them from access by third parties. The customer is responsible for all actions taken under its account and the accounts of its staff.

(2) The customer is responsible for the content it enters (e.g. menu, descriptions, prices, images, allergen and additive information). The customer ensures that this content is correct, complies with legal requirements (including food information, price indication and allergen labelling rules) and does not infringe third-party rights. Legal responsibility towards its guests for the correctness of this information lies solely with the customer.

(3) The customer must not misuse the software, in particular not circumvent protective measures, cause excessive load or enter unlawful content. The customer keeps its restaurant operations such that ordering and billing can continue if the software is disrupted (for example ordering on site or a paper menu as a fallback).

(4) The customer is itself responsible for backing up or exporting the data it needs (for example reports, sales data and receipts).

5. Availability, maintenance and defects

(1) The Provider endeavours to operate the software with as few disruptions as possible. A particular availability, uninterrupted accessibility or freedom from errors is not promised, unless expressly and individually agreed in text form.

(2) The Provider may interrupt operation at any time for maintenance, updates and security measures. Such periods, and periods in which the software is unavailable or only partly available for reasons beyond the Provider's responsibility (for example failure of data centres, internet and telecommunication networks, payment service providers, third-party software, attacks by third parties, force majeure), are not a breach of duty. The Provider announces planned maintenance in good time where possible.

(3) The software is provided free of charge in the condition it is in at the time. The Provider is liable for material defects and defects of title only if it fraudulently concealed the defect (Section 600 BGB). There is no claim to have errors removed; the Provider endeavours to fix reported errors within a reasonable time.

(4) Claims of the customer because of unavailability, outages, disruptions, delays or errors of the software (for example lost orders or revenue, additional effort, wrongly transmitted or untransmitted orders) exist only as set out in section 11.

6. Free base service and paid add-on services

(1) The Provider makes the base functions of BiteTwo (the base service) available free of charge; the customer owes no fee for them. The statutory provisions on gratuitous loans (Leihe, Sections 598 et seq. BGB) apply accordingly to the base service, unless these terms provide otherwise. This also applies if the customer uses paid add-on services alongside it.

(2) The Provider may offer extended functions and services for a fee, in particular as a subscription (add-on services). An add-on service only comes about if the customer expressly orders it and was told the price and the billing period beforehand. Free use never becomes subject to a charge without the customer's express consent. There is no claim to an add-on service; the Provider may decline orders without giving reasons.

(3) Add-on services are provided on shared infrastructure (for example virtual servers) on a best-effort basis. The Provider owes a serious effort to provide them, not a particular availability, performance or freedom from errors; section 5 paragraphs 1 and 2 apply accordingly. If the customer cannot use an add-on service for more than seven consecutive days, the customer may terminate it without notice and receives a pro rata refund of the prepaid fee for the period of non-usability and for the remaining term. Further claims exist only as set out in section 11.

(4) The Provider may terminate or discontinue an add-on service at any time with 14 days' notice in text form, also for reasons of business policy. For good cause it may terminate without notice, in particular in case of a justified suspicion of abuse, fraud or unlawful use and in case of late payment. If the Provider terminates, it refunds the prepaid fee pro rata for the remaining term; the Provider's claims for damages remain unaffected.

(5) All prices are, unless stated otherwise, exclusive of statutory VAT. Subscriptions are billed in advance and renew for one billing period at a time unless terminated. Invoices are issued electronically and are, unless agreed otherwise, payable within 14 days without deduction. In case of late payment, the statutory rules apply. The Provider may change prices for future billing periods with at least six weeks' notice in text form; in that case the customer may terminate the add-on service as of the date the change takes effect.

7. Term, termination, account deletion and suspension

(1) The contract is concluded for an indefinite period. The customer may terminate it at any time without notice and request the deletion of its account. Termination and the deletion request require written form: they must be sent as an original letter, signed by hand by an authorised representative, by post to the Provider's address stated in section 1. Email, fax and other electronic transmission are not sufficient, in derogation from Section 127 (2) BGB. The statutory rights of data subjects under the GDPR remain unaffected.

(2) The Provider may terminate the contract on the free base service at any time without notice in text form and discontinue the service in whole or in part (Section 604 (3) BGB). Where possible, it announces this at least 14 days in advance. There is no claim to the continuation of the service.

(3) Unless agreed otherwise, the customer may terminate an add-on service in text form to the end of the current billing period; section 6 paragraph 4 applies to the Provider. The end of an add-on service does not affect the contract on the base service. The right to extraordinary termination for good cause remains unaffected.

(4) The Provider may temporarily suspend the customer's access, individual functions or individual content if there are concrete indications that the customer is breaching these terms or applicable law, or if this is necessary to avert risks to the security of the software. It informs the customer of the suspension and its reason without delay.

(5) After receiving the customer's termination, the Provider deletes the account and all data stored for it without delay, automatically and permanently; it cannot be restored. The customer backs up the data it needs beforehand. If the Provider terminates, it blocks access and makes the customer's stored data available in a common format if the customer requests this in text form within 30 days after the end of the contract; after that the data is deleted. The Provider's statutory retention duties remain unaffected.

8. Rights of use and customer data

(1) For the term of the contract, the Provider grants the customer a simple, non-transferable and non-sublicensable right to use the software under these terms for its own business purposes. All rights in the software remain with the Provider.

(2) The content and data entered by the customer remain its property. The customer grants the Provider the right to store, process and display this content as far as necessary to provide the services.

9. Data protection

(1) The parties comply with the applicable data protection rules. How the Provider processes personal data is described in the privacy policy.

(2) Where the Provider processes personal data on behalf of the customer (in particular data of the restaurant's guests), the customer is the controller within the meaning of the GDPR. This processing is governed by the data processing agreement under Art. 28 GDPR (AVV, PDF, in German). It is part of this contract and is concluded in electronic form with the registration.

(3) The customer is responsible for the lawfulness of the processing and for informing its guests under Art. 13 and 14 GDPR. The customer must inform its guests that it uses BiteTwo and that the Provider processes their data on its behalf, and must make the data processing agreement available to them on request.

10. Online payments and third-party services

(1) Where the customer uses online payments, they are processed by payment service providers (for example Mollie). The customer enters into a separate contract with the payment provider, to which its terms apply. The Provider is not a payment service provider, does not receive funds and is not responsible for payments, chargebacks, fees or their processing.

(2) The same applies to other third-party services the customer integrates or uses through the software.

11. Liability and indemnification

(1) The Provider makes the base service available free of charge. It is therefore liable only for intent and gross negligence (Section 599 BGB). Liability for slight negligence is excluded; for paid add-on services, paragraphs 4 and 5 apply in addition.

(2) Liability for damage from injury to life, body or health, liability under the Product Liability Act, under a guarantee given by the Provider and for fraudulently concealed defects remains unaffected.

(3) The exclusion in paragraph 1 applies in particular to damage resulting from unavailability of the software, system errors, disruptions, outages, delays, data loss or faulty or missing transmission of orders, waiter calls, reservations or payments, including lost profit, lost revenue and indirect damage.

(4) For paid add-on services, the Provider is additionally liable in case of slightly negligent breach of essential contractual obligations (obligations whose fulfilment makes the proper performance of the contract possible in the first place and on which the customer may regularly rely). In that case liability is limited to the typical, foreseeable damage; these claims become time-barred one year after the statutory start of the limitation period.

(5) The amount of liability under paragraph 4 is limited, per damaging event, to the fee the customer paid for the affected add-on service for the last billing period before the damaging event. The parties regard this amount as the typical, foreseeable damage, because add-on services are provided on a best-effort basis only (section 6 paragraph 3) and the customer keeps a fallback (section 4 paragraph 3). This paragraph is an independent provision; if it is invalid, the other paragraphs remain unaffected.

(6) The Provider is not liable for the correctness of the content entered by the customer (in particular prices, allergens and additives) or for disruptions within the sphere of the customer, its guests, its internet connection, its devices or third parties.

(7) For loss of data, the Provider is liable within paragraphs 1 to 5 only if and as far as the damage would have occurred even with proper and regular backup of the data by the customer.

(8) The above provisions also apply for the benefit of the Provider's legal representatives, employees and vicarious agents.

(9) The customer indemnifies the Provider against claims of third parties (including guests and authorities) that are based on the content entered by the customer or on unlawful use of the software or use in breach of contract by the customer, and bears the reasonable costs of legal defence. This does not apply where the customer is not responsible for the infringement.

12. Changes to these terms

The Provider may change these terms with effect for the future. It notifies changes in text form at least 30 days before they take effect. They are deemed approved if the customer does not object in text form within that period; the notice points out this consequence and the customer's right to terminate the contract at any time without notice. In case of objection, either party may terminate the contract as of the date the change would take effect. Changes that create a payment obligation of the customer for services that were free until then only take effect with the customer's express consent.

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) If the customer is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction is the Provider's registered seat. The Provider may also sue the customer at its general place of jurisdiction.

(3) Should individual provisions of these terms be or become wholly or partly invalid, the validity of the remaining provisions is unaffected. The statutory rule applies in place of the invalid provision.

(4) These terms are available in several languages. Translations are for information only; only the German version is authoritative and legally binding.

Contact: hello@bitetwo.de