Terms of Service

These General Terms and Conditions (the “Terms”) govern the use of the services and platforms provided by Menuella, including menuella.com, menuella.app, mnel.la and all associated services, applications and interfaces (collectively, the “Platform” or “Services”). By registering for, accessing or using our Services, you acknowledge these Terms as legally binding and agree to comply with them. If you do not agree to these Terms, you are not entitled to use our Services.

Important notice: If you accept these Terms on behalf of a company, organisation or legal entity, you represent and warrant that you have full legal authority to accept these Terms on behalf of and legally bind that entity.

1. Scope and Subject Matter

Menuella is a software-as-a-service provider (B2B SaaS platform) that provides businesses in hospitality and related industries with a comprehensive platform. The Platform enables businesses to create and manage digital menus, process orders, accept payments and use additional hospitality-specific features. Use of all Services is subject to these Terms.

2. Registration and Eligibility

2.1 Registration and account creation

Complete registration on our Platform is required to use our Services. During registration and throughout the entire period of use, you agree to provide only truthful, complete and current information and to update it without delay when changes occur. You are solely responsible for keeping your access credentials confidential and for all activities and transactions carried out through your account. If your account is accessed without authorisation or you suspect a security breach, you must inform Menuella immediately.

Sharing access credentials or allowing unauthorised third parties to use the account is strictly prohibited. In the event of a breach of this provision, Menuella may immediately block access, terminate the service agreement without notice and claim all resulting damages.

2.2 Legal capacity and authority

The Services may be used only by legally competent natural persons and legal entities (in particular companies, organisations and their authorised representatives). By using the Services, you confirm and warrant that you have the necessary legal capacity and authority to enter into and perform a legally binding contract under these Terms.

3. Scope and Availability of Services

3.1 Scope of Services

Menuella provides a comprehensive software platform offering hospitality businesses various functions for digital business management. The scope of Services includes, in particular, but is not limited to:

• Online ordering system: complete ordering system with delivery zones, scheduling and real-time updates for online orders.
• POS integration: integration with cash-register systems and POS terminals for seamless synchronisation of orders and payments.
• Menu and catalogue management: creation and management of digital menus, product catalogues, allergen information and pricing with multilingual support.
• Loyalty and CRM modules: customer-loyalty programmes, loyalty points, voucher systems and customer management to increase customer retention.
• API and integrations: export functions and API interfaces for integration with third-party systems.

Menuella expressly reserves the right to discontinue or modify Services in whole or in part, restrict access or change availability, without this giving rise to claims for damages, refunds or other benefits against Menuella. Menuella will use reasonable efforts to inform users in advance of material changes where technically and legally possible.

3.2 Licence to use

Menuella grants the user a non-exclusive, non-transferable, non-sublicensable and revocable licence to use the Platform solely in accordance with these Terms. This licence is limited to the term of the relevant subscription plan and ends automatically when the subscription or service agreement ends. The licence authorises use of the Platform for business purposes within the selected subscription plan.

3.3 External services

Use of domains, subdomains or external third-party services provided or used in connection with Menuella is at the user’s own responsibility. Menuella accepts no liability for the availability, functionality, costs or legal permissibility of those services. The user is solely responsible for complying with all legal requirements relating to use of such services.

Menuella accepts no liability for the use or malfunction of third-party APIs, integrations or interfaces provided or used through the Platform. The user is solely responsible for properly using those APIs and integrations and for complying with the terms of use of the relevant third parties.

3.4 Changes to the Platform

Menuella reserves the right to change, expand or discontinue Platform features, prices, content or availability at any time. This does not give the user any claim for damages, refunds or other benefits against Menuella.

4. User Obligations and Rules of Conduct

4.1 Permitted use and prohibitions

The user agrees to use the Platform solely for lawful purposes and in compliance with the law. In particular, it is prohibited to:

• upload, transmit or distribute malware, viruses, Trojans or other harmful code, scripts or programmes that could impair the functionality, integrity or security of the Platform or other users’ systems;
• create, upload or distribute content that violates applicable laws, regulations or third-party rights, in particular copyright, trademark, personality, data-protection or competition-law provisions;
• obtain unauthorised access to the Platform, its systems or databases, circumvent, manipulate or disable security mechanisms, or otherwise interfere with the technical infrastructure;
• use the Platform for spam, phishing, fraud or other deceptive or unlawful activities.

Any threats, harassment, insults, defamation or inappropriate communication towards Menuella, its employees, business partners or other users entitles Menuella to immediately suspend the account without notice and to take legal action, including criminal complaints and civil claims for damages.

Attempts to hack Menuella’s systems, circumvent security measures, manipulate the Platform, access data without authorisation or carry out other cyberattacks entitle Menuella to terminate the service agreement immediately without notice, suspend the account and claim all resulting damages, including lost profits and legal costs.

Violations of applicable laws, regulations or these Terms may be pursued under both criminal and civil law. Menuella reserves the right to recover from the user all resulting costs, including lawyers’ and court fees, out-of-court enforcement costs and other expenses associated with enforcing its rights.

4.2 Responsibility for content and legal obligations

The customer is solely responsible for all content, data, legally required information and processes uploaded or transmitted by the customer. This includes, in particular, complying with all legal requirements applicable to the customer’s business, including:

• Food-information obligations: allergens, additives, nutritional values and origin information;
• Youth protection: no offering or sale of age-restricted products without the required age verification;
• Competition and pricing law: correctness and currency of prices, taxes and charges;
• Copyright and trademark law: rights to use images, texts and logos.

Menuella does not perform legal reviews and accepts no liability for the accuracy, completeness or legal compliance of information provided by the customer. Menuella is solely a system operator.

4.3 Data protection and data security

Menuella’s collection, processing and use of personal data takes place in accordance with the applicable Privacy Policy, which forms part of these Terms and is available on the Menuella website. When using the Platform, the user agrees to comply with data-protection requirements and, in particular, not to process personal data of third parties without their consent.

5. Fees and Payment Terms

5.1 Prices and fees

Menuella charges fees for use of the Platform based on the selected subscription plan and the Services used. Current prices are published on the Menuella website. Menuella reserves the right to change prices and fees at any time. Price changes will be communicated to users in writing or by email at least 30 days before the next billing cycle. If the user does not object within 14 days after receiving the notice, the new prices are deemed accepted. If the user objects, the agreement ends at the end of the current billing period. In that case, the user may continue using the Services under the previous conditions until the end of the current billing period, without further payment obligations under section 5.2.

5.2 Payment obligations and due date

By signing up for paid Services, the user agrees to pay the agreed fees fully and on time according to the selected subscription plan. All payments must be made in euros (€). Payments are processed through certified and established providers such as Stripe and PayPal. Unless expressly agreed otherwise, payment is made in advance for the relevant billing period. If the user terminates under section 5.1 because of a price change, all payment obligations end with the current billing period.

If payment is overdue — that is, if the due payment could not be successfully collected within 7 calendar days after the automated due date — Menuella may temporarily suspend the Services. Statutory default interest for business-to-business transactions under § 288(2) BGB applies. Menuella may also claim damages caused by default, including the statutory lump sum under § 288(5) BGB. Menuella reserves the right to claim further damages or pursue outstanding amounts in or out of court; all resulting costs are borne by the user.

5.3 Refunds and revocation

Refunds for payments already made are generally excluded unless a refund is required by law or Menuella expressly agrees to one. If Menuella terminates without notice because of a user breach, the user has no claim to a refund of fees already paid.

In the event of breaches of contract, account suspension, termination without notice for good cause or other violations of these Terms, the user has no claim to a refund, compensation or any other benefit. Fees already paid are forfeited in full to Menuella in such cases.

6. Intellectual Property and Rights of Use

6.1 Rights in the Platform

All rights in the Platform, including all software, source code, algorithms, databases, designs, graphics, texts, trademarks, logos, domain names and other materials, belong exclusively to Menuella or its licensors. The user receives only the limited right of use described in section 3.2. Any use beyond that — in particular reproduction, distribution, modification, decompilation, reverse engineering or commercial use of the Platform or its components — is strictly prohibited without Menuella’s express written permission.

Any imitation, reproduction, further development, modification or other use of Menuella, its functionalities, designs or concepts by third parties, especially for commercial purposes, is prohibited and may have civil and criminal consequences.

6.2 User-generated content and licences

The user retains all ownership and copyright in content created, uploaded or provided by the user (e.g. menus, product descriptions, images and texts). By providing this content on the Platform, the user grants Menuella a non-exclusive, worldwide, transferable, sublicensable and royalty-free licence to use, reproduce, edit, distribute and publicly communicate that content solely to provide and operate the Services and improve the Platform.

Menuella reserves the right to remove, edit or block content that violates these Terms, applicable law or third-party rights at any time without prior notice. Menuella may also suspend or terminate accounts for violations, without this giving rise to claims for damages or refunds against Menuella.

7. Liability and Warranty

7.1 Limitation of liability

Menuella has unlimited liability for damage arising from injury to life, body or health and for damage based on an intentional or grossly negligent breach of duty by Menuella, its legal representatives or vicarious agents. For slight negligence, Menuella is liable only for breach of an essential contractual obligation whose fulfilment makes proper performance of the contract possible in the first place and on whose compliance the user may regularly rely (cardinal obligation). In that case, liability is limited to foreseeable, typically occurring damage.

Menuella is not liable for indirect damage, consequential damage, lost profits, data loss, business interruption or other financial losses resulting from use or inability to use the Platform, unless there is intent or gross negligence. For slight negligence, liability for breach of cardinal obligations is limited to the amount the user paid for the Services during the previous year.

7.2 Warranty and availability

Menuella endeavours to provide a highly available and reliable Platform but cannot guarantee uninterrupted or error-free availability. The Platform is provided “as is” and “as available”. Menuella gives no warranty as to the Platform’s suitability for particular purposes, the completeness, accuracy or currency of the information provided, or uninterrupted operation.

Menuella expressly reserves the right to temporarily suspend or restrict the Platform for scheduled maintenance, updates, security patches or technical improvements. Menuella will use reasonable efforts to inform users of planned maintenance in advance but cannot guarantee that maintenance windows will be observed.

7.3 Force majeure

Menuella is not liable for outages, delays or damage caused by force majeure, natural disasters, war, terrorism, strikes, official orders or other unforeseeable events beyond Menuella’s control. This includes, in particular, natural disasters, wars, terrorist attacks, strikes, official orders or measures, internet-connection failures, DDoS attacks, cyberattacks, hacking attacks, outages of third-party services (especially payment providers, hosting providers and CDN services) or technical failures at third parties. In such cases, the user has no claim for damages, refunds, compensation or other benefits against Menuella, regardless of the duration or extent of the impairment.

8. Privacy and Data Security

Protecting personal data is a top priority for Menuella. The collection, processing and use of personal data takes place exclusively in accordance with the GDPR, the BDSG and our detailed Privacy Policy, which is available on the Menuella website and forms part of these Terms. By using the Services, you agree to the Privacy Policy.

Technical and organisational measures: Menuella implements comprehensive technical and organisational measures to protect your data against unauthorised access, loss, destruction or alteration. These include encryption technologies, access controls, regular security audits and certified data centres. Despite all efforts, Menuella cannot guarantee absolute security because complete security is not achievable in information technology.

8.3 Cookies and tracking

Menuella may use cookies, tracking mechanisms or marketing tools to analyse and improve use of the Platform. Personal data collected, processed and stored by cookies and tracking mechanisms is processed exclusively on the basis of the user’s active, express consent (opt-in) via a consent-management tool. Details are set out in the Privacy Policy. The user may withdraw consent at any time. Rejecting or withdrawing consent may affect Platform functionality.

9. Term and Termination

9.1 Ordinary termination

The user may terminate the service agreement at any time by giving one (1) month’s notice to the end of a billing month, unless a different minimum term or notice period has been expressly agreed. Termination must be in text form (e.g. email, fax or through the user account) and sent to the contact details in section 11. After valid termination, account access is blocked at the end of the notice period. User data is deleted or anonymised in accordance with the Privacy Policy unless statutory retention obligations prevent this.

9.2 Termination for cause by Menuella

Menuella may terminate without notice for good cause, in particular if:

• the user breaches these Terms or other applicable provisions;
• the user is in arrears with fees exceeding the basic monthly fee for two months, or the payment default under section 5.2 lasts longer than two months;
• the user uses the Platform for unlawful or fraudulent purposes;
• the user threatens, harasses or otherwise harms Menuella, its employees or other users;
• the user attempts to compromise Platform security or access systems without authorisation;
• security breaches or unauthorised account access are identified;
• the user shares access credentials with third parties or permits unauthorised third parties to use the account.

For breaches of these Terms or harmful conduct, Menuella may terminate immediately without notice, block the account and claim all resulting damage, including lost profits and legal costs. Fees already paid will not be refunded.

Immediate measures: If there is a justified suspicion of security breaches, violations of these Terms or unlawful activity, Menuella reserves the right to take immediate measures, including temporary or permanent account suspension, without this giving rise to claims for damages or refunds against Menuella.

10. Governing Law and Dispute Resolution

10.1 Governing law

These Terms and all legal relationships between Menuella and the user are governed exclusively by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

10.2 Venue and dispute resolution

If the user is a merchant, a legal entity under public law or a special fund under public law, the courts at Menuella’s registered office have exclusive jurisdiction over all disputes arising from or in connection with these Terms. Menuella may also sue the user at the user’s general place of jurisdiction.

In the event of user breaches of these Terms or harmful conduct, Menuella may claim default damages, including out-of-court enforcement costs (in particular lawyers’ fees for reminders and out-of-court enforcement). The statutory allocation of costs in court proceedings remains unaffected.

11. Contact and Communication

For questions, suggestions or complaints about these Terms, use of our Services or data-protection matters, you can contact Menuella at:

Menuella
represented by: Nuh Kayran
Sulgauer Str. 28
78713 Schramberg
Germany
Phone: +49 7422 2479824
Email: privacy@menuella.com
Website: www.menuella.com

12. Amendments and Severability

12.1 Right to amend

Menuella reserves the right to amend these Terms at any time where necessary to adapt them to changed legal, technical or economic conditions. Material changes will be communicated to the user by email or a notice on the Platform at least 30 days before they take effect. If the user does not object within 14 days after receiving the notice, the amended Terms are deemed approved. If the user objects, Menuella may terminate the agreement when the changes take effect. Immaterial changes, especially those serving only to clarify the Terms, take effect immediately and are published on the website.

By continuing to use the Platform after changes take effect, the user accepts the amended Terms as binding. Menuella will use reasonable efforts to inform users of material changes.

12.2 Partial invalidity and severability

If individual provisions of these Terms are or become invalid, the validity of the remaining provisions remains unaffected. The invalid provision shall be replaced by a valid provision that comes closest to the economic purpose of the invalid provision. The same applies to any gaps in the provisions.