General Terms and Conditions of Sale and Use

These General Terms and Conditions of Sale and Use (hereinafter the “Terms”) govern the use of the Couverty platform, an online booking management service for restaurants.

Use of the platform implies full and unreserved acceptance of these Terms. Couverty reserves the right to amend these terms at any time.

• “Qodex”: means the company that publishes the platform, Qodex, Ryan Rouiller, Avenue du Grand St-Bernard 30, 1920 Martigny, Switzerland.
• “Platform”: means the Couverty website and application, accessible at couverty.ch and its subdomains.
• “Professional User”: means any restaurant or food service venue using the platform to manage its bookings.
• “Guest”: means any person making a booking via the platform.
• “Service”: means all the features offered by the platform.
• “Subscription”: means the subscription to a pricing plan in order to access the Service.

3.1 Main features

The Couverty platform offers Professional Users:

• A customisable online booking system
• A calendar for managing bookings
• Automatic email notifications (confirmations, reminders)
• An interactive floor plan
• Management of set menus and à la carte menus
• Activity statistics and reports
• Integration with Google Calendar (optional)

3.2 Booking widget

Guests can make bookings via the widget that can be embedded on the restaurant's website or via a booking page hosted by Couverty.

4.1 Account creation

Access to the Service for Professional Users requires the creation of an account. The user undertakes to provide accurate information and to keep it up to date.

4.2 Account security

The user is responsible for keeping their login credentials confidential. Any use of the account is presumed to be made by the user. If fraudulent use is suspected, the user must inform Couverty immediately.

4.3 Subscriptions

The user must take out a paid subscription to access the platform's features. Plans, prices and features are described on the pricing page.

5.1 Pricing plans

The prices of the various plans are shown on the pricing page of the website. All prices are stated in Swiss francs (CHF), exclusive of applicable taxes.

5.2 Invoicing

Invoicing is monthly or annual depending on the plan chosen. Invoices are sent by email and can be viewed in the customer area.

5.3 Payment methods

Payments are processed securely via Stripe. The accepted payment methods are payment cards (Visa, Mastercard, American Express).

5.4 Late payment

In the event of late payment, Couverty reserves the right to suspend access to the Service after a formal notice has remained without effect for 15 days.

5.5 Price changes

Couverty reserves the right to change its prices. Changes are communicated with 30 days' notice and take effect upon renewal of the subscription.

6.1 Subscription term

The subscription is taken out for a monthly or annual term and is tacitly renewed unless terminated.

6.2 Cancellation by the user

The user may cancel their subscription at any time from their customer area. Cancellation takes effect at the end of the current subscription period. No refund is granted for the remaining period.

6.3 Termination by Couverty

Couverty may terminate the subscription in the following cases:

• Non-payment after formal notice
• Breach of these Terms
• Fraudulent or abusive use of the Service
• Discontinuation of the platform's activity (with 3 months' notice)

6.4 Consequences of termination

Upon termination, access to the Service is deactivated. The user may request an export of their data within 30 days following termination.

7.1 Couverty's obligations

Couverty undertakes to:

• Provide a Service that conforms to its description
• Ensure the availability of the Service (target of 99.5%, excluding scheduled maintenance)
• Secure data in accordance with industry standards
• Provide technical support by email
• Inform the user of scheduled maintenance

7.2 Obligations of the Professional User

The Professional User undertakes to:

• Use the Service in accordance with its intended purpose
• Keep their account information up to date
• Comply with the applicable regulations: GDPR and Swiss Federal Act on Data Protection (FADP)
• Not use the Service for illegal purposes
• Honour bookings made via the platform
• Inform Guests of the use of their data

8.1 Booking

By making a booking, the Guest undertakes to attend the restaurant on the date and at the time indicated. If unable to attend, the Guest must cancel the booking within the time limits set by the restaurant.

8.2 Personal data

The Guest's personal data is processed in accordance with our Privacy Policy. The Guest may exercise their rights by contacting the restaurant or Couverty.

8.3 Communications

The Guest agrees to receive communications relating to their booking (confirmation, reminder). The Guest may unsubscribe from marketing communications at any time.

9.1 Couverty's rights

The platform, its source code, its design and its features are the exclusive property of Couverty. The user is granted a non-exclusive, non-transferable licence of use, limited to the term of the subscription.

9.2 User content

The user remains the owner of the content they publish (menus, photos, etc.). The user grants Couverty a licence to use this content for the operation of the Service.

10.1 Exclusions

Couverty cannot be held liable for:

• Indirect damage (loss of turnover, commercial loss)
• Service interruptions due to external causes
• Content published by users
• Relationships between restaurants and Guests
• Cancellations or no-shows by Guests

10.2 Liability cap

In any event, Couverty's liability is limited to the total amount paid by the user over the last 12 months.

11.1 Couverty's role

Couverty provides Professional Users with an optional technical tool that allows them to request a card pre-authorisation from the Guest at the time of booking and to charge the card automatically in the event of non-attendance (“no-show”) or late cancellation.

Couverty acts exclusively as a technical service provider and SaaS platform. Couverty is neither a payment service provider, nor a financial institution, nor a “merchant of record”, nor a party to the booking contract concluded between the Guest and the Professional User. Payments are actually processed by Stripe Inc., acting as a licensed payment service provider, via the Professional User's Stripe Connect Express account.

Couverty does not take any commission on the amounts charged: they are paid in full into the Professional User's Stripe account. Only Stripe's processing fees apply, in accordance with Stripe's pricing.

11.2 Sole responsibility of the Professional User

The Professional User is solely and exclusively responsible for:

• the decision to activate the feature;
• the amount set, the free cancellation period and the triggering conditions;
• the compliance of the penalty with the applicable statutory provisions, in particular Articles 160 to 163 of the Swiss Code of Obligations (CO) on penalty clauses;
• actually triggering the charge when marking a booking as a no-show;
• handling disputes, refund requests and chargebacks initiated by Guests or their banks;
• compliance with the applicable regulations on consumer protection and personal data protection (FADP, GDPR).

11.3 Information to the Guest and proof of consent

At the time of booking, Couverty's widget shows the Guest the exact amount, the free cancellation period and the triggering conditions, and obtains explicit consent via a dedicated checkbox. Couverty keeps, on behalf of the Professional User, time-stamped proof of this consent (date and exact text presented to the Guest).

11.4 Indemnification

The Professional User undertakes to indemnify and hold Couverty harmless against any claim, action, damage, judgment, fine or cost (including reasonable defence costs) arising directly or indirectly from the use of the no-show feature, and in particular:

• any chargeback, bank dispute or negative balance that Stripe passes on to Couverty's platform account under the Stripe Connect terms;
• any claim by a Guest relating to the amount charged, the excessive nature of the penalty, a lack of consent or an erroneous charge;
• any administrative or judicial penalty related to the Professional User's failure to comply with its legal obligations.

11.5 Payment data

The pre-authorisation and the payment method (PaymentMethod) are stored exclusively with Stripe, on the Professional User's Connect account. Couverty only keeps technical identifiers in its database (SetupIntent, PaymentIntent and PaymentMethod identifiers) together with the time-stamped proof of consent. No card data (full number, security code, expiry date) is stored by Couverty.

11.6 Disputes between Guest and Professional User

Any dispute relating to a no-show charge is directly between the Guest and the Professional User. Couverty is not a party to such disputes and cannot be held liable for their outcome. The Guest may contact the Professional User or their bank directly to dispute a charge.

The processing of personal data is described in detail in our Privacy Policy.

Couverty acts as a processor within the meaning of the GDPR for Guests' data, the Professional User being the controller.

13.1 Availability

Couverty endeavours to keep the Service available 24 hours a day, 7 days a week. However, interruptions may occur for maintenance or updates.

13.2 Maintenance

Scheduled maintenance is announced in advance by email. Emergency maintenance may be carried out without notice where necessary.

Technical support is provided by email at contact@couverty.ch. Response times vary depending on the plan subscribed to.

15.1 Governing law

These Terms are governed by Swiss law, excluding its conflict of laws rules.

15.2 Dispute resolution

In the event of a dispute, the parties shall endeavour to find an amicable solution. Failing this, the courts of the Canton of Valais shall have exclusive jurisdiction, subject to the mandatory provisions of consumer law.

16.1 Severability

If any provision of these Terms is declared void, the remaining provisions remain in force.

16.2 No waiver

Couverty's failure to exercise a right provided for in these Terms does not constitute a waiver of that right.

16.3 Entire agreement

These Terms constitute the entire agreement between the parties and supersede all prior agreements.