Terms of Service

Section 1 - Scope of Application

(1) These Terms of Service (hereinafter "ToS") apply to all contracts between Mambil UG (haftungsbeschränkt), registered in the commercial register of the Hannover District Court (hereinafter "Operator", "we", or "Mambil UG (haftungsbeschränkt)"), and the users of the SaaS platform "Mambil" (hereinafter "Platform"), accessible at https://test-mambil.com and associated subdomains.

(2) These Terms are directed exclusively at Restaurant Partners, i.e., entrepreneurs within the meaning of § 14 BGB, who register on the Platform to create digital menus, receive online orders, and manage reservations. The use of the platform by End Customers (consumers within the meaning of § 13 BGB) is governed exclusively by the separate Terms of Use for End Customers.

(3) Deviating, conflicting, or supplementary terms and conditions of users shall not become part of the contract unless the Operator expressly agrees to their validity in text form (§ 126b BGB).

(4) Supplementary special conditions may apply to individual services, as indicated in the respective service offering. In the event of a conflict, the special conditions shall take precedence over these ToS.

(5) The version of these ToS valid at the time of contract conclusion shall apply in each case.

Section 2 - Definitions

(1) "Platform" refers to the SaaS solution "Mambil" operated at https://test-mambil.com, including all web applications, mobile applications, APIs, and associated services.

(2) "Restaurant Partner" refers to any entrepreneur within the meaning of § 14 BGB who registers on the Platform to use the services for creating digital menus, receiving online orders, and managing reservations.

(3) "End Customer" refers to any person who views a Restaurant Partner's menus, places orders, makes reservations, or processes payments via the Platform. The contractual relationship between the Operator and the End Customer is governed exclusively by the separate Terms of Use for End Customers.

(4) "Services" refers to all functions provided by the Operator via the Platform, in particular the creation and management of digital menus, QR code generation, online order management, reservation management, kitchen display, AI translations, and payment processing.

(5) "Content" refers to all data, texts, images, menus, prices, descriptions, allergen information, and other materials uploaded by Restaurant Partners to the Platform.

(6) "Stripe Connect" refers to the service provided by the payment service provider Stripe Payments Europe, Ltd. for processing payments between End Customers and Restaurant Partners via the Platform.

Section 3 - Subject Matter of the Contract

(1) The subject of the contract between the Operator and the Restaurant Partner is the provision of the Platform as Software-as-a-Service (SaaS) for use via the internet. The Operator provides the Platform on its servers in the scope of the selected plan and enables the Restaurant Partner to access it via a web browser or mobile devices.

(2) The contractual relationship between the Operator and the End Customer (use of the Platform, orders, reservations) is not the subject of these Terms; it is governed exclusively by the separate Terms of Use for End Customers.

(3) The Operator acts exclusively as a technical platform operator and intermediary. Contracts for food, beverages, other goods, and services (in particular orders and reservations) are concluded exclusively between the respective Restaurant Partner and the End Customer. The Operator does not become a party to these contracts.

(4) The Operator is not responsible for the services of the Restaurant Partner, in particular not for the preparation, quality, hygiene, or delivery of food and beverages, compliance with allergen labeling requirements, or the fulfillment of reservations.

(5) Legal nature of the contract and explicit exclusion of strict (no-fault) defect liability: (a) The SaaS contract between the Operator and the Restaurant Partner is, in its main focus, a lease agreement within the meaning of §§ 535 et seq. BGB (German tenancy law). The subject matter is the provision of access to the Platform via the internet for the duration of the contract against payment; the software is not transferred for permanent retention, and no rights to the software itself are assigned. (b) Insofar as the Operator renders separately remunerated, clearly delineable one-off services with a result-based focus — in particular onboarding, setup, training, or data migration packages — such services shall be governed by the provisions of contract for work and services law (§§ 631 et seq. BGB). All ongoing services (provision, maintenance, support, hosting) remain governed by the lease classification under lit. (a).

(5a) Exclusion of strict (no-fault) liability for initial defects (§ 536a (1) Alt. 1 BGB): The Operator's strict (no-fault) liability for initial defects of the Platform pursuant to § 536a (1) Alt. 1 BGB is hereby expressly and entirely excluded. The Restaurant Partner is separately notified of this exclusion and is aware of its scope. In all other respects, the Operator's liability is governed exclusively by Section 15 of these ToS; the mandatory cases of liability set out therein (in particular intent, gross negligence, breach of essential contractual obligations, damages arising from injury to life, body, or health, assumption of guarantees, and claims under the German Product Liability Act) remain unaffected.

(5b) The Operator owes the professional provision of the Platform in accordance with the applicable service description and the availability set out in Section 5(4). No further warranty of quality or durability (§ 443 BGB) is given by the Operator — in particular regarding specific economic results, uninterrupted availability, or a specific order or reservation volume — nor shall any such warranty be derived from advertising statements, product descriptions, or other public communications, unless expressly designated as a guarantee in this Agreement or a separate written individual agreement.

(5c) The Restaurant Partner concludes this contract in the exercise of its commercial or independent professional activity as an entrepreneur within the meaning of § 14 BGB. §§ 305 et seq. BGB apply within the scope permitted under § 310 (1) BGB.

Section 4 - Contract Conclusion and Registration

(1) The presentation of services on the Operator's website does not constitute a legally binding offer but an invitation to submit an offer (invitatio ad offerendum).

(2) For Restaurant Partners: By completing the registration process and confirming the ToS, the Restaurant Partner submits a binding offer to conclude a SaaS usage contract. The contract is concluded when the Operator accepts the offer by sending a confirmation email or activating the account.

(3) Contract conclusion with End Customers is governed exclusively by § 1 of the separate Terms of Use for End Customers.

(4) The Restaurant Partner is obligated to provide truthful and complete information during registration, in particular regarding company name, legal form, address, contact details, VAT identification number, and business registration. Changes must be communicated to the Operator without delay.

(5) The Restaurant Partner warrants that they are authorized to operate a gastronomy business and hold all necessary official permits.

(6) The Operator is entitled to reject a registration if objective reasons exist. Upon request, the Operator will communicate the essential reasons for the rejection to the rejected Restaurant Partner.

Section 5 - Service Description and Plans

(1) The Operator offers the Platform in various plan tiers, including a free tier and paid tiers with extended feature scope. The paid tiers include one location (seat) by default; additional locations (seats) can be added for an extra fee. The specific feature scope, included services, and applicable prices are set out in the then-current service and price description on the Operator's website (pricing page). The information provided there forms part of these ToS.

(2) The Restaurant Partner may choose between monthly and annual billing. For annual billing, the Operator grants a discount, the amount of which is set out in the current price list on the website.

(3) The Operator is entitled to further develop and improve the feature scope of the plans. Material restrictions to existing features of a paid plan require an announcement with a notice period of at least 30 days.

(4) The Operator provides the Platform with professional care. As part of the service description, the Operator commits to an average monthly availability of the Platform of 99.0 % on an annual average, measured at the core system (ordering and reservation functions) at the handover point to the internet of the data center used by the Operator. Excluded from any availability calculation are, in particular, scheduled maintenance windows pursuant to Section 14, outages caused by force majeure, disruptions outside the Operator's sphere of responsibility (e.g., internet providers, the Restaurant Partner's end devices, third-party services such as Stripe, Cloudflare, or hosting providers), and short-term technical interventions to mitigate acute security risks. Further service-level commitments, in particular guaranteed response or recovery times or service credits, are not included in the standard scope of the offered plans and may only be assured on the basis of a separate written agreement (e.g., Enterprise contract).

Section 6 - Free Services (Free Plan)

(1) The Free plan is provided to the Restaurant Partner free of charge and without time limitation. The Free plan includes a limited feature scope as described in the current service description.

(2) For the Free plan, there is no entitlement to a specific availability, support response times, or the maintenance of the feature scope. The Operator may restrict, modify, or discontinue the Free plan at any time.

(3) If the Operator discontinues the Free plan, the Restaurant Partner will be informed by email at least 30 days before discontinuation and will be given the opportunity to switch to a paid plan.

(4) The Operator reserves the right to display, within the Free plan, self-promotional content — in particular references to its own paid plans and other services of the Operator — as well as third-party advertising. Such displays will be kept within a reasonable scope for the Restaurant Partner and End Customers and will comply with the applicable legal requirements, in particular competition, data protection, and media law.

(5) For free services, the liability limitation of Section 15 applies. In cases of slight negligence, including breach of cardinal obligations, the Operator's liability towards Restaurant Partners on the Free plan is limited in amount to the foreseeable, contract-typical damage, but in any event capped at EUR 500 per claim and EUR 2,000 per contract year. The cases of mandatory liability under Section 15(1) remain unaffected.

Section 7 - Prices and Payment Terms

(1) For the use of paid plans, the Restaurant Partner shall pay the prices applicable at the time of contract conclusion as published in the price list on the website. All prices are net prices plus the applicable statutory value-added tax. For Restaurant Partners established in another EU Member State, the reverse-charge procedure under Art. 196 of the EU VAT Directive (2006/112/EC) shall apply upon presentation of a valid VAT identification number; in this case, the tax liability shifts to the Restaurant Partner. Otherwise, billing takes place under the applicable regime (in particular One-Stop Shop, OSS) at the statutory rate. Restaurant Partners are obliged to provide a valid VAT ID upon contract conclusion and to update it without delay in case of any changes.

(2) Billing occurs in advance for the selected billing period (monthly or annually). For annual billing, the total amount for the contract year is due in advance.

(3) Payment of subscription fees is processed through the payment service provider Stripe. The Restaurant Partner authorizes the Operator to collect fees via the payment method stored with Stripe (credit card, SEPA direct debit, or other supported payment methods).

(4) In addition to subscription fees, the Operator charges platform fees (transaction fees) on orders processed through the Platform. The amount of the platform fees depends on the respective plan and is transparently displayed on the website and during the registration process.

(5) Invoices are provided in electronic form (PDF via email or in the customer portal). The Restaurant Partner consents to electronic invoicing pursuant to § 14(1) UStG (German VAT Act).

(6) In the event of payment default, the Operator is entitled to charge default interest at a rate of 9 percentage points above the respective base interest rate (§§ 288(2), 247 BGB). The right to claim further damages caused by default remains unaffected.

(7) In the event of payment default exceeding 14 days, the Operator is entitled to suspend the Restaurant Partner's access to the Platform until the outstanding balance is fully settled. The obligation to pay subscription fees remains unaffected.

(8) The Operator is entitled and, in the event of a falling index, obliged to adjust the prices for ongoing subscriptions once per calendar year in line with the development of the Harmonised Index of Consumer Prices (HICP) for the euro area as published by Eurostat. The adjustment is symmetric and reflects the percentage change of the HICP since the last price adjustment or, as applicable, since the conclusion of the contract; in the event of a falling index, the price shall be reduced accordingly. Price adjustments shall be notified to the Restaurant Partner in text form at least 30 days prior to taking effect. If the price increases by more than 5 % compared to the last agreed price, the Restaurant Partner is entitled to a special right of termination effective on the date the price increase takes effect, to be exercised in text form within 30 days of receipt of the notice; if the Restaurant Partner does not exercise this right, the price adjustment shall be deemed accepted.

(9) The Restaurant Partner may set off only with claims that are undisputed or have been finally established by a court. A right of retention exists only insofar as the Restaurant Partner's counterclaim is based on the same contractual relationship.

Section 7a - Tax Reporting Obligations under the Platform Tax Transparency Act (PStTG / DAC7)

(1) Insofar as the Operator qualifies in a given case as a reporting platform operator within the meaning of Section 3 of the German Platform Tax Transparency Act (Plattformen-Steuertransparenzgesetz – PStTG), which implements Council Directive (EU) 2021/514 (DAC7), the Operator is subject to annual due-diligence, record-keeping, and reporting obligations to the German Federal Central Tax Office (Bundeszentralamt für Steuern – BZSt) regarding Restaurant Partners active on the Platform. The qualification is assessed on the basis of the specific contractual arrangement; any such reporting obligation only covers relevant activities within the meaning of Section 5(2) PStTG, in particular the sale of food and beverages via the Platform with payment flow through Stripe Connect. Standalone table reservations without payment flow through the Platform do not constitute a relevant activity within the meaning of the PStTG and are excluded from any such reporting obligation.

(2) The Restaurant Partner is obligated to provide the Operator with all information required to comply with the PStTG, truthfully, completely, and in verifiable form. This includes in particular: (a) first and last name or registered company name; (b) primary address; (c) tax identification number (Steueridentifikationsnummer for natural persons), tax number, and where applicable Business ID Number (Wirtschafts-Identifikationsnummer) for legal entities; (d) VAT identification number, if issued; (e) for natural persons, date of birth; (f) for legal entities, the commercial or comparable register number including the registering court; (g) every Member State in which the Restaurant Partner is resident or maintains a permanent establishment; and (h) the financial account identifier of the payout account held with the payment service provider; where Stripe Connect is used, Stripe Payments Europe, Ltd. collects and holds the full IBAN, and the Operator receives and stores only the last four digits together with the Stripe account reference. Upon request of the Federal Central Tax Office (BZSt), the Operator is entitled to retrieve the full IBAN directly from Stripe; the Restaurant Partner hereby consents to such retrieval.

(3) The Restaurant Partner is obligated to update any changes to the information provided under paragraph 2 without undue delay, and in any event within 30 days of the change, in the Mambil customer portal and — where the relevant data fields are maintained there — in the Stripe Connect account. Only in cases of documented technical unavailability of both portals may updates exceptionally be communicated in text form (§ 126b BGB) to privacy@dev.mambil.com; in such cases the Restaurant Partner is obligated to repeat the update in the portal without undue delay once availability is restored.

(4) The Operator is entitled to verify the data collected under paragraph 2 for plausibility, in particular through automated validation of the VAT identification number via the European Commission's MIAS/VIES system and through cross-checks against publicly available registers (commercial register, business register).

(5) The Operator is entitled and obligated to transmit the information referred to in paragraph 2 as well as the consideration paid out to the Restaurant Partner per calendar quarter via the Platform, the platform fees withheld, and the number of relevant activities to the BZSt. The Restaurant Partner shall be informed of the transmitted data in accordance with paragraph 9.

(6) If the Restaurant Partner refuses to provide or update the data required under paragraph 2, or if the data cannot be verified within the statutory deadline, the Operator is, after two unsuccessful reminders and the expiry of an overall period of 60 days following the first request, obligated to suspend the Restaurant Partner's further activity on the Platform and/or to withhold payouts via the Stripe Connect account until the complete data has been provided (Section 23 PStTG). Any claims for damages by the Restaurant Partner against the Operator due to a suspension caused by the failure to cooperate are excluded.

(7) Data collected under this Section is retained by the Operator for ten years following the end of the relevant reporting period (Section 24 PStTG). It is processed exclusively for the purposes prescribed by the PStTG and for contract performance; further details on processing are set out in the Privacy Policy.

(8) To the extent that Stripe or another payment service provider fulfills its own reporting obligations vis-à-vis tax authorities under Section 22g UStG (transposing Directive (EU) 2020/284, supplemented by Regulation (EU) 2020/283 – CESOP), this does not affect the Operator's separate reporting obligation under the PStTG.

(9) Annual notification to the Restaurant Partner: Pursuant to § 22(4) PStTG, the Operator shall notify the Restaurant Partner in text form, no later than 31 January of the following year, of the data transmitted to the BZSt for the respective reporting period. Where 31 January falls on a Saturday, Sunday, or public holiday, the deadline shifts to the next working day (§ 108(3) AO).

(10) Indemnification. Where fines (in particular under § 25 PStTG up to EUR 50,000 per violation), late or default surcharges, official requests for information or production, third-party claims (including those of other tax authorities in other EU Member States), or judicial proceedings are imposed on or asserted against the Operator because the Restaurant Partner has failed to provide the data required under paragraph 2, or has provided it incorrectly, incompletely, or late, the Restaurant Partner shall indemnify the Operator on first demand against such amounts, including reasonable legal defense and advisory costs. The indemnification does not apply insofar as the Operator itself is at fault. The Operator shall promptly inform the Restaurant Partner of any claim and afford it an opportunity to comment.

Section 8 - Payment Processing via Stripe Connect

(1) Payment processing between End Customers and Restaurant Partners for orders placed through the Platform is handled via Stripe Connect, provided by Stripe Payments Europe, Ltd. (hereinafter "Stripe"). The Operator is not involved in payment processing as a payment service provider and is not itself a payment service provider within the meaning of the German Payment Services Supervision Act (ZAG). The regulated payment services are provided exclusively by Stripe. The Operator does not at any time receive or hold End Customer funds.

(2) The Restaurant Partner is obligated to open a Stripe Connect account during registration and to provide truthful and complete information as required. The terms and conditions and privacy policies of Stripe (Stripe Connected Account Agreement) additionally apply.

(3) The payment flow is as follows: (a) The End Customer makes payment for their order via the payment methods provided by Stripe (e.g., credit card, SEPA direct debit, Apple Pay, Google Pay). (b) The payment amount is credited to the Restaurant Partner's Stripe Connect account. (c) The Operator's platform fees and Stripe's transaction fees are automatically deducted before payout. (d) Payout to the Restaurant Partner occurs according to the payout schedules agreed with Stripe.

(4) The Operator does not have access to the amounts paid by End Customers to Restaurant Partners and is involved in payment processing solely as the platform operator, not as a payment recipient.

(5) The Restaurant Partner is solely responsible for the proper maintenance of their Stripe Connect account, compliance with Stripe's terms of use, the tax treatment of revenues, and the issuance of receipts to End Customers.

(6) The Operator shall not be liable for disruptions, delays, or failures in payment processing by Stripe. In the event of problems with payment processing, the Restaurant Partner should contact Stripe support directly.

Section 8a - Invoices, Receipts, and Cash Register System

(1) Mambil UG (haftungsbeschränkt) issues invoices to the Restaurant Partner only for its own services (subscription fees and platform fees). These invoices are made available to the Restaurant Partner in electronic form (PDF by email or in the customer portal).

(2) For orders placed by End Customers through the Platform with a Restaurant Partner, Mambil UG (haftungsbeschränkt) does not issue any invoice or tax receipt to the End Customer. After successful checkout, the End Customer automatically receives an order confirmation by email or in the browser that lists the ordered items, their individual prices, and the total amount. The order confirmation is for informational purposes and documentation of the order only; it does not replace a VAT-compliant invoice or any statutorily required cash register receipt.

(3) The obligation to issue a VAT-compliant invoice and a tax receipt (e.g., cash register receipt) to the End Customer lies solely with the Restaurant Partner and is governed by the rules applicable at the Restaurant Partner's place of business or place of performance. The Restaurant Partner is the seller and the taxable supplier of the food and beverages; Mambil UG (haftungsbeschränkt) is not involved in this.

(4) The Platform is not a cash register system within the meaning of the applicable cash register security rules and is not equipped with a certified technical security device. Proper recording, registration, and issuance of sales via a cash register system that meets local requirements is solely the responsibility of the Restaurant Partner. Mambil UG (haftungsbeschränkt) optionally provides the Restaurant Partner with a function that allows orders to be tagged with the VAT rate specified by the Restaurant Partner and passed to the End Customer as a simple receipt; this receipt does not replace the statutorily required cash register receipt.

(5) The Restaurant Partner undertakes to comply with their cash register, recording, and receipt issuance obligations independently in accordance with the rules applicable to them, where required by using a suitable certified cash register system. The obligation to remit VAT payable on the order lies solely with the Restaurant Partner.

Section 9 - Orders and Order Processing

(1) End Customers may place orders with Restaurant Partners via the Platform (dine-in, takeaway, or pre-orders). The Platform serves as a technical transmission tool in this process.

(2) By placing an order through the Platform, the End Customer submits a binding offer to the respective Restaurant Partner to conclude a purchase contract for the selected food and beverages. The purchase contract is only concluded upon acceptance of the order by the Restaurant Partner (order confirmation).

(3) The Operator is not a party to the purchase contract concluded between the End Customer and the Restaurant Partner. Claims arising from the purchase contract — in particular regarding quality, quantity, allergens, ingredients, delivery time, warranty, and liability for defects in food — exist exclusively between the End Customer and the Restaurant Partner.

(4) Cancellations and complaints regarding ordered food and beverages are to be directed by the End Customer directly to the Restaurant Partner. The Operator may assist within its technical capabilities but assumes no obligation to resolve disputes.

(5) The Restaurant Partner is obligated to process incoming orders promptly and to inform the End Customer of the processing status. Failure to process or systematic rejection of orders may constitute a breach of contract with the Operator.

(6) The Operator provides the technical infrastructure required by EU and national consumer-protection rules for the ordering process towards End Customers, including the button-solution under § 312j (3) BGB; the order button is labelled with the words "zahlungspflichtig bestellen" or with an equivalently unambiguous formulation within the meaning of § 312j (3) sentence 2 BGB. The Restaurant Partner is obliged to enter into the Platform truthfully, completely and on a current basis all information for which the Restaurant Partner is responsible (in particular company name and physical postal address, telephone number, item descriptions, prices including tax, allergen and additive information, delivery and service fees, and payment, delivery and performance terms). Liability for the accuracy of these details rests exclusively with the Restaurant Partner.

(7) Technical block in the event of incomplete mandatory information: Where the mandatory information required under paragraph 6 is incomplete or manifestly incorrect, the Operator is entitled – in particular in order to avoid breaches of consumer-protection law – to deactivate the order function for the respective Restaurant Partner until the information has been completed and is plausible. The Operator is under no obligation to deactivate or to monitor such information. Claims for damages by the Restaurant Partner on account of a suspension caused thereby are excluded, save for intent or gross negligence on the part of the Operator.

(8) Handling of End Customer complaints: The Restaurant Partner undertakes to substantively process complaints from an End Customer that have been forwarded by the Operator under § 4a of the End Customer Terms of Use within seven (7) calendar days of receipt and to provide the End Customer – with a copy to the Operator – with a reasoned response. Any refunds granted by the Restaurant Partner are processed via the Restaurant Partner's Stripe Connect account. Mediation activities by the Operator under § 4a of the End Customer Terms of Use do not establish any independent refund obligation of the Operator and leave the responsibility of the Restaurant Partner towards the End Customer unaffected.

Section 10 - Reservations

(1) End Customers may make table reservations with Restaurant Partners via the Platform, provided the Restaurant Partner has activated the reservation feature in their plan.

(2) By making a reservation via the Platform, a reservation contract is concluded exclusively between the End Customer and the respective Restaurant Partner. The Operator is not a party to this contract.

(3) The Restaurant Partner is solely responsible for honoring confirmed reservations, the availability of tables, the management of reservation capacities, and communication with the End Customer regarding changes or cancellations.

(4) The Operator does not guarantee that a reservation made through the Platform will be honored or confirmed by the Restaurant Partner.

(5) The Restaurant Partner may set no-show policies in their reservation settings. The Restaurant Partner is solely responsible for the legality and enforceability of such policies.

Section 11 - Obligations of the Restaurant Partner

(1) The Restaurant Partner is obligated to keep all content posted on the Platform — in particular menus, prices, allergen labels, additive information, product descriptions, and business hours — complete, truthful, and up to date. The Restaurant Partner bears sole responsibility for the accuracy of this information.

(2) The Restaurant Partner is obligated to comply with all legal provisions relevant to their business operations and to the services offered through the Platform. This includes in particular food, hygiene, allergen labeling, price indication, trade, tax, consumer protection, youth protection, and data protection regulations, as well as any permit, license, and registration obligations. The specific provisions that apply depend on the Restaurant Partner's place of business and the place of performance. The Restaurant Partner is solely responsible for informing themselves about the requirements applicable to them and for implementing them. The Operator does not review the legal situation applicable to the Restaurant Partner.

(3) The Restaurant Partner is obligated to properly set up and maintain their Stripe Connect account and to complete the verification processes required by Stripe in a timely manner. The Restaurant Partner must promptly update any changes to their bank details, verification data, or other information relevant to payment processing in the Stripe Connect account. The Operator is not liable for delays or missed payouts that result from incomplete or outdated information provided by the Restaurant Partner.

(4) The Restaurant Partner must keep their access credentials to the Platform confidential, use a sufficiently secure password, and protect their credentials from access by unauthorized third parties. Where the Operator offers strong authentication methods (e.g., passkeys), their activation is recommended. The Restaurant Partner must inform the Operator immediately if there are indications of unauthorized use of their account. Until such notification is received by the Operator, the Restaurant Partner is liable for all actions carried out via their account, provided the Restaurant Partner is at fault.

(5) The Restaurant Partner may not use the Platform for unlawful, misleading, defamatory, or anti-competitive purposes. In particular, it is prohibited to (a) post content that infringes copyright, trademark, or other proprietary rights of third parties (including the unauthorized use of third-party images, logos, or product designations), (b) reverse engineer, decompile, or disassemble the Platform or its source code, except to the extent mandatorily permitted by law, and (c) carry out automated access (in particular bots, crawlers, scraping) or measures to circumvent technical protection or access restrictions without the prior written consent of the Operator.

(6) The Restaurant Partner is obligated to grant End Customers who order through the Platform all rights to which they are entitled under the consumer protection rules applicable at the Restaurant Partner's place of business or place of performance. Orders for food and beverages intended for immediate consumption or short-term delivery typically fall within the statutory exceptions from the right of withdrawal, in particular § 312g Para. 2 No. 1 BGB (goods made to consumer specifications or clearly tailored to personal needs), § 312g Para. 2 No. 2 BGB (perishable goods or goods with a short use-by date), and § 312g Para. 2 No. 9 BGB (services in connection with leisure activities, accommodation, and the supply of food and beverages at a specific date or period). Insofar as a right of withdrawal does apply in an individual case, the Restaurant Partner must duly inform the End Customer in accordance with Art. 246a EGBGB and provide a model withdrawal form. The provision of a withdrawal instruction appropriate to the respective business model and applicable jurisdiction is the responsibility of the Restaurant Partner.

(7) The Restaurant Partner is solely responsible for ensuring that all food, beverages, and other goods or services offered through the Platform are legally marketable and lawful. The Restaurant Partner warrants that they hold all official permits, licenses, and approvals required for the distribution of the offered products (e.g., gastronomy license, alcohol license, food-law approvals). The Operator is not obligated to verify the marketability or lawfulness of the products offered by the Restaurant Partner and assumes no responsibility for this.

(8) Insofar as the Restaurant Partner offers alcoholic beverages, tobacco products, or other age-restricted goods through the Platform, compliance with the youth protection regulations applicable at the place of performance is solely the responsibility of the Restaurant Partner, in particular age verification upon handover or delivery. The Platform does not perform age verification and is not technically designed to verify the age of End Customers. The Restaurant Partner must ensure through appropriate organizational measures (e.g., visual ID check at handover) that age-restricted goods are not supplied to minors. If the Restaurant Partner has delivery carried out by their own employees or by commissioned third parties (e.g., external delivery services or couriers), they must ensure that these parties also perform the required age verification at handover. The Operator is not liable for violations by the Restaurant Partner or by persons engaged by them of youth protection supply restrictions.

Section 12 - Data Access, Trader Traceability (DSA Art. 30) and Parity (P2B Arts. 9 and 10)

(1) Data access (Art. 9 P2B Regulation): Throughout the term of the contract, the Restaurant Partner has access via the customer portal to (i) the master data they have entered themselves (menu, prices, allergens, opening hours, images), (ii) the order and reservation data generated through their use of the Platform (including order timestamp, basket, table number, order notes, reservation details), and (iii) aggregated statistics and reporting data (e.g., revenue, number of orders, peak times). End Customers' personal data is made accessible to the Restaurant Partner only insofar as necessary for the processing of orders and reservations and where no overriding data-protection grounds prevent this. Detailed payment data (e.g., full card data) is processed exclusively by Stripe and accessible via the Restaurant Partner's Stripe Connect account. Aggregated, non-personally-identifiable usage data of the Platform as a whole is processed by the Operator for improvement and statistical purposes and is not disclosed to individual Restaurant Partners.

(2) Data export and post-termination availability: The Restaurant Partner may export the order data processed via the Platform — including the items, modifiers, and prices ordered at the time of each order — via the export function provided in the customer portal in a structured, commonly used, and machine-readable format (in particular CSV or JSON). Order data is made available for export on a monthly basis after the end of each month. In the event of account deletion (on request pursuant to Section 17(5) or due to inactivity pursuant to Section 17(6)), the Operator shall provide the Restaurant Partner with a cumulative final export of all order data still present at that time, which remains available in the customer portal throughout the applicable 45-day or 30-day grace period. Cancellation of a paid subscription (Section 17(2)) does not trigger any data deletion; the Restaurant Partner may continue to use the export function without restriction. Master data (restaurant profile, full menu structure including categories, descriptions, allergen and additive information, and images) and reservation data are viewable through the Platform during the term of the contract; a separate structured export of these data categories is not offered. Any further provision occurs only to the extent legally required.

(3) Trader traceability (Art. 30 DSA – Regulation (EU) 2022/2065): Before content of the Restaurant Partner is made available to End Customers, the Restaurant Partner shall provide the Operator with the following information truthfully and completely: (a) company name, address, phone number, and email address; (d) where the Restaurant Partner is registered in a commercial, company, or comparable register: the registry court, registration number, and legal form; (e) a self-certification under Art. 30(1)(e) DSA that they will only offer products and services that comply with applicable Union and national law; the Restaurant Partner expressly gives this self-certification upon acceptance of these Terms during registration and reaffirms it upon each update of these Terms. Identification of the legal representative under Art. 30(1)(b) DSA and verification of the payout account under Art. 30(1)(c) DSA are carried out as part of the regulated KYC procedure of the payment service provider Stripe Payments Europe, Ltd.; a separate provision of the identification document or of the full bank-account details to the Operator is not required. The Restaurant Partner authorizes the Operator to retrieve the result of Stripe's identity and account checks via the Stripe Connect interface and to use it for the purpose of complying with Art. 30 DSA.

(4) The Operator will use reasonable means (in particular comparison with publicly available registers, the VIES database, and Stripe's verification procedures) to assess the reliability and completeness of the information provided under paragraph (3) (Art. 30(2) DSA). If the information is not complete or cannot be verified, the Operator is entitled and, where applicable, obliged to suspend or terminate the provision of the Services until the missing information is supplied and verified.

(5) The Operator displays to End Customers on the Platform the name, address, contact details, and – where available – the commercial register and identification data of the relevant Restaurant Partner (Art. 30(1)(g) and (7) DSA), so that End Customers can clearly identify the contracting Restaurant Partner.

(6) Parity of conditions (Art. 10 P2B Regulation): The Operator imposes no requirements on the conditions under which the Restaurant Partner offers their food, beverages, or other services through other distribution channels (in particular in the Restaurant Partner's own restaurant, on their own website, or through other platforms); in particular, no most-favoured-nation or parity clauses apply to the detriment of the Restaurant Partner. Should the Operator introduce any such requirements at a later point in time, it will set out the reasons transparently in these ToS in accordance with Art. 10(2) P2B Regulation and notify Restaurant Partners in text form at least 15 days prior to the entry into force.

Section 13 - Rights to Content and Intellectual Property

(1) All rights to the Platform, including source code, software, design, trademarks, logos, and other proprietary rights, belong exclusively to the Operator or its licensors. The Restaurant Partner and the End Customer are granted a simple, non-transferable, non-sublicensable right to use the Platform, limited to the contract term and contractual use.

(2) Content posted by the Restaurant Partner on the Platform (menus, images, texts, logos) remains the property of the Restaurant Partner. For the contract term, the Restaurant Partner grants the Operator a non-exclusive, worldwide, non-revocable, transferable and sublicensable license to use such content insofar as necessary for the provision of the Services, display on the Platform, technical storage, processing and translation, and the promotion of the Restaurant Partner within the Platform. Upon termination of the contract, the license expires automatically; any further use, in particular for marketing or reference purposes outside the Platform context, requires a separate agreement.

(3) The Restaurant Partner warrants that they hold all necessary rights to the content they post and that such content does not infringe the rights of third parties (in particular copyright, trademark, personality, or competition rights).

(4) The Operator is entitled to remove or block content posted by the Restaurant Partner if there are concrete indications of a legal violation.

(5) Content provided by the Operator, including themes, templates, icons, translations, and other design elements, may only be used within the Platform and for contractual purposes. Reproduction, distribution, or other exploitation outside the Platform is not permitted without the prior written consent of the Operator.

(6) Reference customer use (opt-in): The Operator is entitled to identify the Restaurant Partner as a reference customer, stating its name and logo and providing a brief description of the business relationship (in particular on the Operator's website, in pitch decks, and in other marketing materials), only if the Restaurant Partner has expressly opted in by means of a separate selection (checkbox) during registration or in the customer portal. Such consent may be withdrawn at any time with effect for the future in text form to privacy@dev.mambil.com; printed or otherwise distributed materials already produced are not affected.

Section 14 - Maintenance and Data Backup

(1) The Operator is entitled to perform scheduled maintenance that may result in temporary restrictions to the Platform's availability. Scheduled maintenance windows are, where possible, placed during low-usage periods and announced with at least 24 hours' notice via the dashboard. Scheduled maintenance windows are not counted toward availability (Section 5(4)) and do not constitute a defect of the Platform.

(2) In urgent cases (in particular security vulnerabilities, attacks on the infrastructure, or to prevent significant damage), the Operator is entitled to perform unscheduled maintenance without prior notice. In such cases, the Operator will inform the Restaurant Partner as soon as possible.

(3) The Operator creates regular encrypted backups of data stored on the Platform. These routine backups primarily serve disaster-recovery purposes (restoration of the Platform as a whole). Restoration of individual data records that have been accidentally deleted or modified by the Restaurant Partner is not part of the standard service offering and may – where technically possible – be commissioned as a separately remunerated additional service. The Restaurant Partner is advised to regularly download the order-data exports provided pursuant to Section 12(2) (in particular for their own bookkeeping purposes) and to store them securely.

Section 15 - Liability and Limitation of Liability

(1) The Operator shall be liable without limitation (a) for damages arising from injury to life, body, or health caused by an intentional or negligent breach of duty by the Operator or its legal representatives or vicarious agents; (b) for damages caused by intentional or grossly negligent conduct of the Operator or its legal representatives or vicarious agents; (c) in the case of assumption of a guarantee; (d) for claims under the German Product Liability Act.

(2) In cases of slight negligence, the Operator shall only be liable for breach of a material contractual obligation (cardinal obligation), i.e., an obligation whose fulfillment is essential for the proper performance of the contract and on whose compliance the contractual partner may regularly rely. In such cases, liability is limited to the foreseeable, contract-typical damage.

(3) The Operator's liability for slight negligence in breach of cardinal obligations is, per claim, limited in amount to the foreseeable damage typical for this type of contract, capped at the subscription and platform fees paid by the Restaurant Partner to the Operator in the twelve (12) months preceding the damage-causing event. Multiple claims arising from a single uniform event or a single uniform breach of duty shall be deemed one claim. The Operator's aggregate liability for all claims arising within a single contract year shall in total be limited to the aforementioned maximum amount. Since the Restaurant Partner concludes this contract exclusively as an entrepreneur within the meaning of § 14 BGB pursuant to Section 3(5c), liability towards Restaurant Partners on the Free plan in cases of slight negligence — including with respect to the breach of cardinal obligations — is limited in amount to EUR 500 per claim and EUR 2,000 per contract year (Section 6(5)). The cases of mandatory liability under paragraph (1) remain unaffected.

(4) Subject to the mandatory liability under paragraph (1), which is not restricted by the following provisions, the Operator shall not be liable for: (a) the quality, safety, legality, or availability of food, beverages, and services offered by Restaurant Partners; (b) the accuracy, completeness, and currency of content posted by Restaurant Partners, in particular allergen information, nutritional information, and prices; (c) the fulfillment of contracts between the Restaurant Partner and the End Customer; (d) health damages resulting from the consumption of food ordered through the Platform, unless the Operator had positive knowledge of a health risk and nevertheless failed to take appropriate measures; (e) damages caused by disruptions, failures, or errors of third-party services (in particular Stripe, hosting providers, internet providers), unless the Operator is at fault in its selection of such providers; mandatory statutory liability provisions, in particular under the German Payment Services Supervision Act (ZAG) and the Second Payment Services Directive (PSD2), remain unaffected.

(5) Liability for data loss is limited to the recovery effort that would have been incurred with proper and regular data backup by the Restaurant Partner.

(6) The above limitations of liability also apply in favor of the Operator's legal representatives, vicarious agents, and employees.

(7) Shortened limitation period. Claims for damages by the Restaurant Partner against the Operator shall be time-barred after one (1) year from the statutory commencement of the limitation period. This shortening does not apply to claims arising from intent or gross negligence of the Operator or its legal representatives or vicarious agents, claims for injury to life, body, or health, claims for breach of essential contractual duties (cardinal duties), claims based on assumed guarantees, claims under the Product Liability Act, or any other mandatory liability under Union or national law that is not amenable to a contractual shortening of the limitation period.

(8) Force majeure. The Operator shall not be liable for delays, non-performance, or defective performance resulting from events of force majeure. Force majeure includes, in particular, natural disasters, war, terrorism, pandemics, official or judicial orders with significant impact on Platform operations, large-scale power or telecommunications outages, industry-wide or lawful third-party strikes (excluding strikes within the Operator's own workforce), and serious provider-spanning disruptions of essential internet exchange points or of essential cloud infrastructure (e.g., region-wide outages of entire cloud regions), in each case where such events are outside the Operator's sphere of responsibility and were neither foreseeable nor avertable by reasonable means. The Operator shall promptly inform the Restaurant Partner of the occurrence and the expected duration of any such event.

(9) Contributory fault. § 254 BGB (contributory fault) remains fully applicable. Contributory fault on the part of the Restaurant Partner shall in particular be taken into account in cases of breach of its duties of cooperation, updating, or safeguarding under these Terms (in particular Sections 7a, 11, and 14(3)).

(10) Mandatory liability under Union law. The foregoing limitations of liability do not affect mandatory liability under Union or national law, in particular claims under Art. 82 GDPR as well as claims under the Digital Services Act, the Data Act, and the Product Liability Act or the implementing legislation replacing it pursuant to Directive (EU) 2024/2853.

Section 16 - Liability for Defects (Rights in Case of Defects)

(1) Since the SaaS contract is classified as a lease agreement pursuant to Section 3(5), the Restaurant Partner's rights in case of defects of the Platform shall be governed by §§ 535 et seq. BGB, unless otherwise stipulated in these GTC. A defect within the meaning of § 536 BGB exists if, during the contract term, the Platform deviates non-insignificantly from the functional scope described in the service description of the selected plan. The functional scope at the time of contract conclusion or an agreed update shall be decisive. The Operator's strict (no-fault) liability for initial defects pursuant to § 536a (1) Alt. 1 BGB is excluded in accordance with Section 3(5a).

(2) The following do not constitute defects in particular: (a) functional disruptions caused by improper use, use of incompatible devices or browsers, or interventions by the Restaurant Partner or third parties; (b) insignificant deviations of the Platform from the service description that do not materially affect suitability for contractual use (§ 536 (1) sentence 3 BGB); (c) impairments of the Platform's accessibility caused by disruptions outside the Operator's sphere of responsibility, in particular disruptions of the internet access of the Restaurant Partner or End Customers, third-party services (e.g., Stripe, Cloudflare, hosting providers), and force majeure; (d) periods of scheduled maintenance pursuant to Section 14 and periods required to mitigate acute security risks; (e) shortfalls below the agreed availability pursuant to Section 5(4), insofar as these fall within the tolerance defined therein.

(3) The Restaurant Partner must report defects to the Operator without undue delay after discovery, providing a detailed description of the defect (in particular the specific symptoms, the time of occurrence, and reproducibility) in text form (§ 126b BGB), in particular by email to the contact address specified in Section 1 or via the customer portal. If the Restaurant Partner fails to give timely notice of defects, the limitations under § 536c (2) BGB shall apply.

(4) In the event of a defect, the Operator is entitled and obligated to remedy the defect (subsequent performance). The Operator may, at its discretion, remedy the defect by correcting the underlying error or by providing a defect-free version of the software. The provision of a reasonable workaround shall constitute a sufficient remedy, provided that contractual use of the Platform is not materially impaired thereby.

(5) The Restaurant Partner's right to reduction of rent under § 536 BGB is limited to cases in which the defect non-insignificantly eliminates or reduces the suitability of the Platform for contractual use; otherwise, reduction is excluded to the extent permissible under German GTC law. Any reduction shall be effected by offsetting against future subscription fees; reclaiming amounts already paid is excluded to the extent the Restaurant Partner culpably failed to give notice of defects in accordance with paragraph (3) or gave such notice late (§ 536c (2) BGB).

(6) If subsequent performance ultimately fails despite a reasonable period and at least two attempts, or is conclusively refused by the Operator, the Restaurant Partner is entitled to extraordinary termination of the contract for cause without notice pursuant to § 543 (2) sentence 1 no. 1 BGB. Claims for damages by the Restaurant Partner shall be governed exclusively by Section 15 of these GTC.

(7) The limitation period for claims based on defects shall be governed by the statutory provisions (§§ 195, 199 BGB).

Section 17 - Term, Subscription Cancellation, and Account Deletion

(1) Term and renewal: The contract is concluded for an indefinite period. The Free plan has no minimum term and no payment obligation. Paid subscriptions run for the billing period selected by the Restaurant Partner (monthly or annually) and renew automatically for the same period unless cancelled.

(2) Ordinary cancellation of a paid subscription: The Restaurant Partner may cancel a paid subscription at any time via the clearly visible "Cancel contracts here" button provided in the customer portal (§ 312k BGB). Cancellation takes effect at the end of the current billing period (end of month or end of year). Until that point, the subscription may continue to be used without restriction. Upon cancellation taking effect, the account automatically converts to the Free plan; the account itself remains in place and is not deleted by cancellation (see paragraphs 5 to 7). The cancellation is confirmed to the Restaurant Partner in text form (§ 126b BGB) without undue delay.

(3) Extraordinary termination: The right of both contracting parties to extraordinary termination for good cause remains unaffected (§ 543 BGB by analogy, § 314 BGB). Good cause exists in particular if: (a) the Restaurant Partner is in default with the payment of subscription fees in the amount of at least two monthly installments despite a reminder and grace period; (b) the Restaurant Partner repeatedly or seriously violates these ToS, in particular the obligations under Section 11; (c) the Restaurant Partner uses the Platform for unlawful purposes; (d) insolvency proceedings are applied for or opened against the assets of the Restaurant Partner; (e) the Operator permanently fails to provide its services despite a reminder and reasonable grace period.

(4) Refunds: Subscription fees already paid for the current billing period are not refunded in the event of ordinary cancellation. In the event of extraordinary termination by the Restaurant Partner for a reason attributable to the Operator, a pro rata refund is issued.

(5) Account deletion on request: The Restaurant Partner may at any time request the complete deletion of their account via the customer portal. If a paid subscription is active, the deletion request simultaneously serves as cancellation of the subscription pursuant to paragraph 2, taking effect at the end of the current billing period; until that point, the selected plan remains fully usable. The 45-day grace period begins when the cancellation takes effect; for Free accounts without an active subscription, it begins immediately upon receipt of the deletion request. After the grace period expires, the account is permanently deleted. Within the grace period, the Restaurant Partner may revoke the deletion request at any time via the customer portal; during this period the cumulative final export pursuant to Section 12(2) remains available for download.

(6) Automatic deletion of inactive Free accounts: Free accounts without an active paid subscription are automatically scheduled for deletion if no login to the customer portal has occurred over a period of six (6) months. The Operator notifies the Restaurant Partner at least 30 days before deletion by email to the registered address; a login to the customer portal within this period interrupts the deletion process. Accounts with an active paid subscription are not subject to inactivity-based automatic deletion; for such accounts, only paragraph 5 applies.

(7) Scope of deletion and statutory retention: Upon deletion of the account, all account, profile, menu, reservation, and other user data is irrevocably removed. Data subject to statutory retention obligations (in particular invoices under § 14b UStG, accounting vouchers under § 257 HGB / § 147 AO, and reporting records under § 22 PStTG) is kept in an access-restricted, tamper-evident long-term archive of the Operator and deleted without undue delay upon expiry of the respective retention period. Accounts for which no tax, commercial-law, or PStTG-relevant data has ever been generated (in particular pure Free-tier accounts without an activated Stripe Connect seller account and without any invoice issued by the Platform) are deleted in full, without long-term archiving. Any claims of the Restaurant Partner to data portability under Art. 20 GDPR remain unaffected.

(8) Trial period: The Operator offers new customers a free 14-day trial period on paid plans. During the trial period, the Restaurant Partner may use the features of the selected plan without payment obligation. If the trial is not terminated by the Restaurant Partner via the customer portal before the 14 days expire, the trial period automatically converts into a paid subscription in accordance with the selected plan and billing period; from this point onward the stored payment method is charged. The trial period may be terminated at any time without stating reasons via the customer portal.

(9) The trial period may be used only once per Restaurant Partner; the Operator reserves the right to decline or end the trial in case of suspected abusive multiple use.

Section 18 - Data Protection

(1) The Operator processes personal data of users in compliance with the General Data Protection Regulation (GDPR), the German Federal Data Protection Act (BDSG), the German Telecommunications and Telemedia Data Protection Act (TDDDG), and other applicable data protection regulations. Details are set out in the privacy policy.

(2) Insofar as the Operator processes personal data on behalf of the Restaurant Partner (in particular order data, reservation data, and contact data of End Customers), the Data Processing Agreement (DPA) attached to these ToS as Annex 1 applies pursuant to Art. 28 GDPR. By accepting these ToS during registration, the Operator and the Restaurant Partner simultaneously conclude the DPA in the version of Annex 1. No separate signature is required; upon request, the Operator will provide the Restaurant Partner with a PDF copy at privacy@dev.mambil.com.

(3) The Restaurant Partner is the data controller within the meaning of Art. 4(7) GDPR with respect to the processing of personal data of their End Customers, insofar as they use this data for their own purposes (e.g., order processing, customer outreach, reservation management).

(4) The Restaurant Partner is obligated to provide their End Customers with a separate privacy policy insofar as they collect and process personal data via the Platform for their own purposes.

(5) The Operator is entitled to use anonymized and aggregated usage data for statistical purposes, to improve the Platform, and to create market analyses, provided that identification of individual Restaurant Partners or End Customers is not possible.

Section 19 - Indemnification

(1) The Restaurant Partner shall indemnify and hold harmless the Operator, its legal representatives, vicarious agents, and employees from and against all third-party claims (including those of End Customers, competitors, associations, and authorities) asserted on the basis of content, data, or other materials provided by the Restaurant Partner via the Platform, or on the basis of a violation — for which the Restaurant Partner is responsible — of these ToS, statutory provisions, or rights of third parties. The indemnification obligation expressly includes in particular: (a) claims under or in connection with the Food Information Regulation (Regulation (EU) No 1169/2011 – FIC), the German LMIDV, the LFGB and other food-, hygiene- and labelling-related rules, including incorrect or incomplete allergen, additive, nutritional or origin information; (b) product-liability claims arising from the consumption of food or beverages supplied by the Restaurant Partner; (c) claims under the German Youth Protection Act (JuSchG) and comparable rules due to unlawful supply of age-restricted goods; (d) claims for breaches of price-marking, consumer-protection, point-of-sale and tax rules; (e) competition-, copyright-, trade-mark- and personality-rights claims relating to content uploaded by the Restaurant Partner.

(2) The indemnification obligation also includes reimbursement of the Operator's reasonable costs of legal defense, including court and attorney fees at the statutory rate.

(3) The Operator shall inform the Restaurant Partner without delay of any third-party claims asserted and shall — to the extent legally permissible — leave the defense to the Restaurant Partner or cooperate in the defense. The Restaurant Partner is obligated to support the Operator in defending against such claims and to provide all necessary information.

(4) The indemnification obligation shall not apply insofar as the Restaurant Partner is not responsible for the legal violation.

Section 20 - Amendments to the ToS

(1) The Operator is entitled to amend or supplement these ToS with effect for the future, insofar as this is necessary for valid reasons (e.g., changes in legislation, supreme court rulings, technical changes, closing of regulatory gaps, changes in market conditions) and the Restaurant Partner is not unreasonably disadvantaged thereby.

(2) Amendments to the ToS will be communicated to the Restaurant Partner in text form (by email to the registered email address and via the customer portal) at least 30 days before they are intended to take effect. The notification shall include the wording of the amended provisions, a comparison of the material changes, the planned date of entry into force, and an express, visually prominent reference to the deemed-consent rule under paragraph 3, the 30-day objection period, and the right of extraordinary termination under paragraph 4.

(3) Deemed consent: The amended provisions shall be deemed approved if the Restaurant Partner does not object to them in text form within 30 days of receipt of the amendment notice. The deemed-consent rule applies only on condition that (a) the Restaurant Partner has been expressly informed in the amendment notice pursuant to paragraph 2 of the period and the consequences of remaining silent, and (b) the amendments are reasonable for the Restaurant Partner and do not unilaterally shift the contractual balance to their disadvantage. The deemed-consent rule does not apply to amendments to the main performance obligations or to the remuneration; for those, only Section 6 and paragraph 5 apply.

(4) Right of extraordinary termination and objection consequences: If the Restaurant Partner objects within the 30-day period, they are entitled to terminate the contract with effect on the planned date of entry into force of the amendment without observing any notice period (extraordinary termination). If the Restaurant Partner does not exercise this right of extraordinary termination, the contract shall continue under the existing terms; in that case, the Operator is entitled to terminate the contract with 30 days' notice to the end of the current billing period.

(5) The above amendment authority shall not apply to amendments to the main performance obligations and remuneration. Such amendments require a separate agreement.

Section 21 - Final Provisions

(1) The law of the Federal Republic of Germany shall apply, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). For End Customers who are consumers and have their habitual residence in another member state of the European Union, the mandatory consumer protection provisions of the state of residence shall remain applicable pursuant to Art. 6 Para. 2 of Regulation (EC) No. 593/2008 (Rome I Regulation).

(2) If the Restaurant Partner is a merchant within the meaning of the German Commercial Code, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from and in connection with this contract shall be the registered office of the Operator. The Operator is, however, also entitled to bring proceedings against the Restaurant Partner at their general place of jurisdiction.

(3) Should individual provisions of these ToS be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected (severability clause). The invalid or unenforceable provision shall be replaced by a valid provision that most closely reflects the economic purpose of the invalid provision. The same applies to any regulatory gaps.

(4) Ancillary agreements, amendments, and supplements to this contract must be in text form (§ 126b BGB). This also applies to the waiver of this text form requirement.

(5) The Operator is entitled to assign individual rights and claims under this contract to third parties. A transfer of the contract as a whole (assumption of contract) is permitted in the event of (a) a merger, demerger, conversion, or comparable corporate restructuring, (b) an asset deal or transfer of a business pursuant to § 613a BGB, or (c) a transfer to an affiliate of the Operator within the meaning of § 15 AktG. In cases (a) to (c), the Restaurant Partner will be informed in text form at least 30 days before the transfer takes effect and shall be entitled to terminate the contract for cause with effect from the date of transfer.

(6) The notice required by § 36 (1) VSBG on consumer dispute resolution is set out for End Customers in the separate Terms of Use for End Customers and additionally in the legal notice (Impressum).

(7) The contract language between the Operator and the Restaurant Partner is German. Translations of these ToS into other languages are for informational purposes only; in the event of discrepancies, the German version shall prevail.

(8) AI-powered translation feature: The Platform automatically translates free-form menu content (in particular item names and description texts) into additional languages. Only the menu version stored by the Restaurant Partner in the original language is binding; machine translations are a non-binding additional service, and any deviation between the original and a translation operates against the translation. Machine-translated content is clearly labelled as such to End Customers. Allergen and additive information is maintained by the Restaurant Partner and may, like other menu content, be displayed in additional languages by machine translation; here too, only the version stored by the Restaurant Partner in the original language is binding. Responsibility for the accuracy and completeness of the allergen and additive information remains, in all language versions, solely with the Restaurant Partner. The Operator assumes no warranty for the accuracy, completeness, or cultural appropriateness of machine translations. The Restaurant Partner may enable or disable the automatic translation for individual target languages at any time via the customer portal.

Section 22 - Complaint Management, Mediation and Platform Transparency

(1) Internal complaint handling (Art. 11 P2B Regulation (EU) 2019/1150): The Operator provides Restaurant Partners with an internal, free-of-charge complaint procedure. Complaints regarding restrictions, suspensions, terminations, or other measures by the Operator may be submitted by email to legal@dev.mambil.com. The Operator processes complaints with due care and without undue delay and communicates the result to the complainant in a comprehensible form within a reasonable period.

(2) Reasoned decisions on restrictions, suspensions and terminations (Art. 4 P2B Regulation, Art. 17 DSA): If the Operator restricts, suspends, or terminates the provision of services to an individual Restaurant Partner, it shall provide the Restaurant Partner with a statement of reasons in text form no later than at the time the measure takes effect. The statement shall set out the facts and circumstances leading to the measure, refer to the relevant provisions of these ToS, and indicate the internal complaint procedure under paragraph 1. In the case of full termination of the provision of services, the statement of reasons shall be provided at least 30 days in advance, unless (a) a statutory or regulatory obligation requires immediate termination, (b) the Restaurant Partner repeatedly violates these ToS, or (c) compelling security or risk reasons require immediate action.

(3) Reporting of illegal content (Art. 16 DSA – Regulation (EU) 2022/2065): Users may report illegal content on the Platform at any time by email to abuse@dev.mambil.com. The Operator will review incoming reports in a timely, diligent and non-arbitrary manner, take appropriate measures, and inform the reporter about the measures taken and any available remedies.

(4) Content moderation (Art. 14 (1) DSA): The Operator reviews content uploaded to the Platform and may remove, block, demote, or restrict the visibility of content if it infringes these ToS, applicable law, or the rights of third parties. Automated tools (e.g. for the detection of manifestly illegal content) are used only for pre-screening; final decisions on adverse measures are taken by trained personnel. Each measure is subject to the internal complaints procedure under paragraph 1 and out-of-court dispute resolution under Art. 21 DSA. Statements of reasons are provided in accordance with paragraph 2 and Art. 17 DSA.

(5) Single point of contact (Art. 11 and 12 DSA): The single point of contact for authorities and users within the meaning of Art. 11 and 12 DSA is abuse@dev.mambil.com. Communication may take place in German or English.

Annex 1 – Data Processing Agreement (DPA)

By accepting the ToS, Processor and Controller enter into this DPA pursuant to Art. 28 GDPR.

§ A1 Subject matter, nature and purpose of processing
(1) The subject of this DPA is the processing of personal data by the Processor in the context of providing the "Mambil" platform.
(2) The nature and purpose of the processing follow from the Operator's main contractual services (provision of the SaaS platform, hosting, order and reservation handling, transactional communication, technical support).
(3) The core processing of the Controller's personal data (hosting of order, reservation, and master data) takes place in member states of the European Union or in another contracting state of the Agreement on the European Economic Area. In the context of certain ancillary processing operations (in particular delivery of transactional emails via Resend, push notifications via Firebase Cloud Messaging (Google LLC), and CDN and security services via Cloudflare), transfers to the USA may occur. Such transfers are safeguarded by appropriate guarantees within the meaning of Art. 44 et seq. GDPR; details are governed by § A8 and Section 11 of the Processor's privacy policy.

§ A2 Duration
The duration of this DPA corresponds to the term of the main contract (SaaS contract) between the parties. When the main contract ends, this DPA terminates automatically.

§ A3 Type of personal data and categories of data subjects
(1) Types of data processed: master and contact data of staff and End Customers (names, email addresses, phone numbers), order data (cart, order time, table number, order mode, delivery address, order notes, End Customer email address and language preference, order amounts), reservation data (date, time, party size, name, email address, phone number, special requests), payment references (without complete card data), notification and device data (push tokens for FCM/APNs, browser push endpoints, device identifiers), staff authentication data (e.g., device bindings, passkey/WebAuthn data), communication data, usage and log data.
(2) Categories of data subjects: end customers of the Controller (guests, orderers, reservation guests) and staff of the Controller.

§ A4 Obligations of the Processor
(1) The Processor undertakes to process personal data only on the documented instructions of the Controller (Art. 28 Para. 3 lit. a GDPR), including with regard to any transfer of personal data to a third country or to an international organisation. The platform configuration by the Controller as well as these ToS together with this DPA shall be deemed documented instructions. If the Processor is required to carry out further processing under Union law or the law of a Member State, it shall inform the Controller of those legal requirements before processing, unless that law prohibits such notification.
(2) The Processor shall inform the Controller without undue delay if, in its opinion, an instruction of the Controller infringes the GDPR or other Union or Member State data protection provisions (Art. 28 Para. 3 subpara. 2 GDPR).

§ A5 Confidentiality
The Processor ensures that all persons authorized to process the personal data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality (Art. 28 Para. 3 lit. b, Art. 29, Art. 32 Para. 4 GDPR).

§ A6 Technical and Organizational Measures (TOMs)
(1) The Processor takes all measures required pursuant to Art. 32 GDPR. These measures include in particular: TLS encryption of all data transmissions, encrypted storage of sensitive data and passwords (hashing), role-based access controls, passkeys (WebAuthn) for administrative and privileged access, device-bound PIN authentication for staff accounts (tied to registered end devices), regular encrypted backups, hosting in ISO 27001-certified data centers in the EU, logging of security-relevant events, and regular security updates and audits.
(2) A detailed, current description of the TOMs is available upon request at privacy@dev.mambil.com. The Processor is entitled to further develop the TOMs, provided the level of protection is not reduced.

§ A7 Sub-processors
(1) Upon conclusion of this DPA, the Controller grants the Processor general written authorization pursuant to Art. 28 Para. 2 sentence 1 GDPR for the engagement of further sub-processors. The sub-processors used at the time of contract conclusion are named in the Processor's privacy policy (Section 11); the Controller expressly consents to those sub-processors.
(2) The Processor shall inform the Controller of any intended changes concerning the addition or replacement of sub-processors with at least 30 days' prior notice (by email or via the customer portal). The Controller may object to the change within 30 days for important data protection reasons. In the event of a justified objection, both parties are entitled to terminate the main contract for cause.
(3) The Processor shall impose on each sub-processor by contract the same data protection obligations as set out in this DPA, in particular the obligation to provide sufficient guarantees pursuant to Art. 28 Para. 4 GDPR.
(4) By way of derogation from paragraph 2, the Processor is entitled to replace a sub-processor without observing the notice period set out therein where this is necessary to avert an acute disruption, outage, or security risk, or due to the loss of availability or accessibility of the existing sub-processor, and where delay would jeopardize the proper operation of the platform. The new sub-processor must be subject to the same data protection obligations pursuant to paragraph 3 and must ensure an adequate level of data protection within the meaning of the GDPR; in the case of transfers to third countries, the requirements of Art. 44 et seq. GDPR must be met. The Processor shall inform the Controller without undue delay after the replacement. The right to object and the right to terminate under paragraph 2 remain unaffected and may be exercised retrospectively.

§ A8 Third-country transfers
(1) The core processing (hosting of order, reservation, and master data) takes place within the European Union or the European Economic Area.
(2) In the context of the sub-processors named in Section 11 of the Processor's privacy policy, personal data is transferred to the USA, in particular for the provision of transactional emails (Resend, Plus Five Five, Inc.), push notifications (Firebase Cloud Messaging by Google LLC; delivery to iOS devices takes place by relaying via the Apple Push Notification Service, which Google LLC engages for this purpose as its own sub-processor), and CDN/security services (Cloudflare, Inc.). By accepting this DPA, the Controller expressly authorizes these transfers.
(3) The transfers are safeguarded by appropriate guarantees within the meaning of Art. 44 et seq. GDPR. The direct US recipients — Plus Five Five, Inc. (Resend), Google LLC, and Cloudflare, Inc. — are certified under the EU-US Data Privacy Framework (adequacy decision, Commission Implementing Decision (EU) 2023/1795 of 10 July 2023); the transfers are based on that adequacy decision. In addition, the Processor also relies on Standard Contractual Clauses pursuant to Art. 46(2)(c) GDPR (Commission Implementing Decision (EU) 2021/914 of 4 June 2021, Module 2 or Module 3) as a supplementary safeguard. Any onward transfers by these sub-processors to their own sub-processors (in particular the relaying of push notifications by Google LLC via the Apple Push Notification Service) are safeguarded by the respective sub-processor under its own agreement. The Processor will provide the Controller with a copy of the applicable safeguards upon request.
(4) Transfers to further third countries not named above shall not take place without prior information to the Controller and satisfaction of the requirements of Art. 44 et seq. GDPR.

§ A9 Assistance to the Controller
(1) Taking into account the nature of the processing and the information available to it, the Processor shall assist the Controller by appropriate technical and organizational measures in fulfilling its obligation to respond to requests from data subjects (Art. 12 to 23 GDPR).
(2) The Processor shall assist the Controller in complying with the obligations set out in Art. 32 to 36 GDPR, in particular regarding the security of processing, notification of personal data breaches, data protection impact assessments, and prior consultations.
(3) If the Processor receives requests from data subjects, it shall forward them to the Controller without undue delay and shall not respond to them itself unless the Controller has instructed otherwise.

§ A10 Notification of personal data breaches
The Processor shall notify the Controller without undue delay, but no later than 24 hours after becoming aware, of any personal data breach occurring within the Processor's area of responsibility, so that the Controller can reliably comply with the 72-hour deadline towards the supervisory authority under Art. 33 GDPR. The notification shall include at least the information set out in Art. 33 Para. 3 GDPR, to the extent available. Notification of the supervisory authority pursuant to Art. 33 GDPR and notification of affected data subjects pursuant to Art. 34 GDPR are the responsibility of the Controller.

§ A11 Erasure and return
(1) After the end of the provision of processing services, the Processor shall, at the choice of the Controller, delete or return all personal data and delete existing copies, unless Union law or the law of a Member State requires storage of the data (Art. 28 Para. 3 lit. g GDPR).
(2) The specific erasure and grace periods are governed by § 17 of these ToS. Final erasure takes place after expiry of the applicable grace period — in the case of erasure at the Controller's request, 45 days after it takes effect (§ 17(5)); in the case of inactivity-based erasure of a Free account, after six months without login plus a 30-day prior-notice period (§ 17(6)) — provided no statutory retention obligations apply. Data subject to statutory retention obligations is stored in a restricted long-term archive pursuant to § 17(7) of these ToS and erased without undue delay after expiry of the respective retention period.
(3) The return of personal data is carried out by the Controller itself via the export function provided in the customer portal (Art. 20 GDPR). A cumulative final export is available for retrieval during the applicable grace period pursuant to § 12(2) of these ToS. After final erasure, retrieval of the data is no longer possible.

§ A12 Evidence and audits
(1) The Processor shall make available to the Controller all information necessary to demonstrate compliance with the obligations set out in Art. 28 GDPR pursuant to Art. 28 Para. 3 lit. h GDPR and shall allow for and contribute to audits, including inspections, conducted by the Controller or another auditor mandated by the Controller.
(2) The Processor may primarily fulfill its evidence obligations by providing appropriate certifications (e.g., ISO 27001 of the hosting providers), attestations, and current audit reports.
(3) On-site audits by the Controller are permitted following prior written notice with reasonable lead time (at least 30 days), during normal business hours, and without disrupting business operations, no more than once per year, unless a specific cause justifies an additional audit. The costs of an on-site audit shall be borne by the Controller, unless a material data protection violation by the Processor was the reason for the audit.

§ A13 Liability
The liability of the parties is governed by Art. 82 GDPR and the liability provisions of the main contract. In the internal relationship, the party to which the breach is attributable shall be liable; otherwise, the liability rules of the main contract apply accordingly.

§ A14 Final provisions
(1) In the event of conflicts between the provisions of this DPA and the ToS of the main contract, the provisions of this DPA shall prevail to the extent that data protection obligations are concerned.
(2) Should individual provisions of this DPA be or become invalid, this shall not affect the validity of the remaining provisions.
(3) 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. The place of jurisdiction shall – to the extent legally permissible – be the registered office of the Processor.