General Terms & Conditions for use of Quandoo for Restaurants • Pro

1. Scope

1.1. These general terms and conditions for use of Quandoo for Restaurants, including the attached overview of the usage fees (hereinafter referred to as "Service Terms" ) govern the use of the "Quandoo for Restaurants" reservation solution (hereinafter: "Quandoo for Restaurants" ) offered by Quandoo Singapore Pte. Limited (hereinafter: "Quandoo" or "We" ) by contractors within the meaning of the respective legally applicable provisions (hereinafter: "Partner" or "You" ).

1.2. Deviating, supplementary or conflicting terms and conditions of the Partner do not apply, even if Quandoo is aware of them and provides services without objecting to the Partner's terms and conditions.

2. Contractual relationships, registration requirements, registration, change of terms of use

2.1. Only contractors who have full legal capacity are authorised users. The contractual relationship is limited to the Partner and is not transferable.

2.2. There are two options for concluding a contract with us for the use of Quandoo for Restaurants. On our Quandoo for Restaurants landing page, all restaurants already listed by us are catalogued with publicly available information. You have (1.) the option to claim your restaurant which is already listed by us (hereinafter "Claim" ). If you do not find your restaurant on the Quandoo for Restaurants landing page, click (2.) the "Contact Us" button, which will take you to our contact form. We will check your restaurant's listing and – if the result is positive – we will list your restaurant on the Quandoo for Restaurants landing page as well. You can then claim your listed restaurant for yourself. For both procedures, we will ask for further contact details (see 2.3 below) and carry out verification via the telephone number you have provided. By ticking the checkbox you accept our Quandoo for Restaurants General Terms and Conditions and a contractual relationship is established. You can only claim the Listing for yourself if you are authorised to do so, for example, as managing director, owner or authorised representative of the business in question. Quandoo reserves the right to request proof of your eligibility.

2.3. To use Quandoo for Restaurants, you must set up a user account. To register, you need a valid e-mail address and a password of your choice. Additionally, we ask for your first and last name and your telephone number. You are obliged to provide correct and complete information during registration and to keep this information up to date for the duration of the contract period. You agree that Quandoo may communicate with you using the e-mail address provided and, if necessary, by telephone using the telephone number provided.

2.4. You are obliged to protect your login information from unauthorised access and not to allow third parties to access your user account and the services provided to you by Quandoo.

2.5. You will receive the non-exclusive and non-transferable contractual right to use Quandoo for Restaurants during the contract period in the version provided exclusively for the management of your own business processes, and only to the agreed extent, in compliance with these Service Terms. You do not acquire any proprietary rights of use for the underlying software (computer programs and databases).

2.6. These Service Terms may be amended by Quandoo provided that (i) you expressly agree thereto or (ii) your consent is deemed to have been given in accordance with the following provisions. We will notify you of any intended changes in writing (e-mail) at least 15 days before they take effect. If you do not object in writing (e-mail to gtc@quandoo.com) within this period, your consent will be deemed to have been given and the changes will take effect at the time announced. We will inform you of this in the change notification. If you object to the change, we reserve the right to terminate the contract with you with immediate effect.

3. Scope of services

3.1. Quandoo publishes entries with information about local restaurants (hereinafter: "Listings" )on Quandoo channels (Quandoo domains, the Quandoo app and third-party platforms into which the reservation solution is technically integrated) and, if applicable, through cooperation partners (third-party providers who refer to, link to or advertise the Quandoo channels or offer the Quandoo services via technical integration through their own channels; these may also be social media platforms, search engines and other third parties), together hereinafter referred to as the "Quandoo Network". This information may include, for example, addresses and contact data, images, photos and descriptions, offers and services, opening hours and prices. You may have supplied this information, or it may have been created editorially by us or users of the Quandoo services independently of a contractual relationship.

3.2. After a Listing has been claimed by you in accordance with section 2.2, said Listing will become bookable within the entire Quandoo network, so that guests can make reservations at your restaurant. In order to carry out the reservation service, we will transmit the guests' data to you. This data may include personal data. Please note that you may only use this data within the scope of the applicable statutory provisions and in compliance with the provisions on data protection in particular.

3.3. In your user account, all reservations will be displayed, and you can view your contact details under "Account details" and update them if necessary.

3.4. Our systems will automatically confirm each reservation made at your restaurant via the Quandoo network, provided there is availability, and you will be informed accordingly. You will have the option of individually cancelling any reservation at your convenience.

3.5. The system will automatically transition reservations to prevent any further manipulation from the user. This auto-transition will work as follows: all reservations with the status "Checked-In" will be updated to "Checked-out" 72 hours after reservation start time. This will not apply to reservations made during the last 3 days of any month, in which case the status will be updated at 23:59 the same day the reservation was confirmed.

3.6. The system will automatically lock the status of reservations to prevent any further manipulation of the user. The locking of the reservation statuses will be carried out as follows:

Status                           Locked after reservation last updated time
Checked-out                24hrs
Merchant cancelled    24hrs
Guest cancelled          Immediate
No show                       24hrs      

After the locking action has been performed, the user will not be able to alter it themselves. Any further alterations can only be done through contacting Quandoo support.

4. Listings

4.1. After claiming the Listing you will ensure that all information recorded in the Listing and provided by you complies with all legal and contractual requirements, that it is truthful, free of errors and not misleading and, in particular, that it does not violate any rights of third parties. You are obliged to correct any incorrect information yourself or alternatively to contact Quandoo to have the correction made. The applicable email address for contacting Quandoo can be found in the relevant place.

4.2. We present the Listings in accordance with our media formats and standards. We reserve the right to remove or correct any information that is inaccurate or in violation of any terms of this Agreement or the law, but we have no obligation to do so. We also reserve the right not to remove Listings after the end of the contract period, unless you object to this in writing (email to legal@quandoo.com). No more bookings can be made at your restaurant via Quandoo for Restaurants after the end of the contract.

4.3. We decide where, in what form and in what position (order) a listing appears (hereinafter "Ranking"). The ranking is generated by automatic algorithms and can change at any time.

5. Reviews

5.1. We offer users the option to submit reviews for restaurants. Users submit reviews exclusively to us. You are not authorised to use these reviews independently (e.g. in your own advertising material).

5.2. We are entitled, but not obliged, to publish the reviews submitted by users. In particular, we reserve the right not to publish individual reviews or parts of reviews, in whole or in part, or to subsequently delete them in the event of violations of our General Terms and Conditions for End Users.

5.3. You may not manipulate the review system by submitting reviews for your own service, for a competitor or commission third parties to do so. You undertake not to influence the submission of reviews by users.

5.4. We review and monitor reviews and other content submitted by users (i) before publication at our sole discretion and (ii) after publication in the event of a complaint by you. If you believe that a review of your restaurant contains an untrue statement or an unlawful insult or so-called abusive criticism or is a manipulated review, you are entitled to notify Quandoo of this in writing (e-mail to legal@quandoo.com) and give Quandoo the opportunity to examine the review and react accordingly.

6. Data copies and uploaded content

6.1. If you wish to make backup data copies for your own purposes, please contact us so that we can provide you with a copy of the data within the framework provided for in law. Please note that once the contractual relationship has ended, this data will no longer be accessible to you and we will no longer be able to provide you with data copies.

6.2. You guarantee that any information you upload is free of malware, trojans, viruses, etc.

7. Intellectual property and permissions

7.1. By using the Listing, you grant Quandoo the non-exclusive, transferable, sublicensable, free of charge, worldwide and perpetual right to use the information provided (e.g. texts, images, photos, portraits of persons, brands), and in particular to reproduce, distribute, make publicly available, also in edited or translated form, for the purpose of implementing the contract.

7.2. You guarantee that the information provided or claimed by you and its contractual use by us does not infringe any rights of third parties, and that it can be used by us without requiring the consent of any third parties or payments to third parties. In particular, you expressly guarantee that in the case of photographs, you have the necessary consent of any persons depicted and the right to use the said photographs or other copyrighted works without naming the photographer or author.

7.3. By claiming the Listing, you grant us the right to advertise for you throughout the Quandoo network using your business name, word mark or design mark for any form of marketing including online marketing, email marketing and/or Pay Per Click (PPC) advertising. We will initiate all marketing activities at our sole discretion and expense.

7.4 You will indemnify us as well as our employees, workers, staff, representatives, shareholders and vicarious agents in respect of claims or demands of third parties and compensate us, or the persons named, for damages and necessary expenses, including legal defence costs, insofar as these arise due to a breach on your part of the contractual guarantees or obligations mentioned in this paragraph.

8. Rights reserved by Quandoo

8.1. Unless otherwise agreed, we retain all rights not expressly granted to you by us.

8.2. This applies in particular to all rights to the trademark "Quandoo", other trademarks registered by Quandoo or members of the Quandoo Group and other trademark rights of Quandoo or a member of the Quandoo Group, as well as rights to texts, images, web and other designs, software, databases and data (including data, evaluations and statistics generated in by the implementation of the contract), in particular rights to use Listings or reviews, e.g. in the Partner's advertising.

8.3 This also applies to all other intellectual property rights related to the Quandoo services, including but not limited to copyrights, designs, and trade secrets. Furthermore, you agree not to use, copy, reproduce, modify, distribute, display or create derivative works of any of Quandoo's intellectual property rights without our prior written consent.

9. Availability/service level

The offer will be technically available over 97% of the year, except for usual and reasonable maintenance work announced in good time as well as force majeure or other circumstances for which we are not responsible.

10. Contract term

10.1. The contractual term of these Service Terms comes into effect on the date you conclude the contract with Quandoo in accordance with paragraph 2.2 of these Service Terms and will initially continue for a fixed period of 3 months (the " Initial Term"). After expiry of this Initial Term, the contract will automatically renew and run for an indefinite period of time, unless terminated in accordance with paragraph 10.2 below.

10.2. Either party can terminate the contract in writing (email to support.sg@quandoo.com) with a notice period of 3 months, with such notice to be effective from the end of the calendar month in which the notice is provided.

10.3 Either party may, by written notice, terminate these terms with immediate effect upon material breach of any term by the other party and the party in breach has not remedied the breach within 14 days of receiving notice requiring the breach to be remedied.

11. Prices, payment terms, offsetting, right of retention, default

11.1. There are usage fees for the use of Quandoo for Restaurants. Once subscribed, you will be able to find the details on your contractual usage fees under the "Subscription" tab of your user account.

11.1.1. Quandoo reserves the right to adjust the monthly SaaS fees once annually based on percentage price increase of 3.5% OR $10, whichever is lower, OR the “Standard Monthly Subscription Fee”, as specified here where applicable. Partners will be notified in writing at least 30 calendar days prior to any proposed price increase. If the Partner does not object to the new fees within 14 calendar days from the date of notification, mutual consent will be deemed granted. If a partner does not agree to the new fees, Quandoo reserves the right to terminate the contract according to section 2.6.

11.2. All prices are net plus statutory value-added tax where applicable and are quoted in the national currency of the Quandoo company that concluded the contract.

11.3. Invoices will be issued by us at the beginning of the calendar month immediately following the provision of services. The invoices to be issued by us to you can be transmitted electronically.

11.4. If an invoice does not state a different payment date, it is payable immediately.

11.5. Unless another method of payment has been agreed upon, you will transfer the invoice amount without deductions within the period stated on the invoice to the account specified on the invoice.

11.6. If you choose the payment method "direct debit", if available, you are obliged to give us a direct debit mandate for all payments to be made in connection with the contracts concluded between us and you. You are obliged to provide complete and correct payment details and to keep them up to date at all times. You may request reimbursement of the amount debited within eight weeks, starting from the debit date. The terms and conditions agreed with your credit institution will apply.

11.7. If you have selected "credit card" as your method of payment, if available, you guarantee that (i.) you will provide accurate card information and are authorised to use that credit card and (ii.) you agree to switch to credit card payment and authorise us to execute payment orders/collection of receivables in connection with the contracts entered into between you and us. Any processing of cardholder data will be done entirely by a PCI DSS certified payment service provider. We ourselves do not store, process or transmit any cardholder data electronically. You can revoke your consent at any time. Changes to the payment method become effective on the last day of each month.

11.8. You are only entitled to a right of retention if it is based on claims from the same contractual relationship that are undisputed, ready for decision or have been legally established. A set-off by you is only permissible if your counterclaim is legally established, ready for a decision or undisputed.

11.9. In the event of a default on payment, and after a prior reminder to remedy such default, we are entitled to block the service from being rendered at your expense for the duration of the default; your payment obligation remains unaffected by this. If you are in arrears with more than 10% of the owed payment in each case and fail to pay such arrears after a prior reminder to do so, we may terminate the contractual relationship with immediate effect in accordance with paragraph 10.3.

11.10. In the event of a default on payment, statutory default interest will be charged, without prejudice to further claims for damages by Quandoo. An administrative fee will be charged for each reminder for default. In the event of chargebacks for which you are responsible, we will charge you for the actual expenses incurred.

11.11. In the event that the Partner’s booking module is unavailable or offline for an unreasonable period and/or significantly deviates from acceptable standards for unscheduled downtime, a penalty fee equivalent to the “Standard Offline Fees” for the downtime period may be applied, as specified here. This penalty fee will be invoiced in the month following the downtime. Downtime due to operational reasons, such as temporary closures, renovations, holidays, or similar circumstances as well as scheduled maintenance and downtimes communicated to Quandoo in advance, are exempt from this penalty.

11.12. Quandoo may monitor your Cancellation and No Show rate over two consecutive calendar months (the “Review Period”) to address any excessive rates. If your rate exceeds 70% in each month of the Review Period, a flat-rate penalty fee, as specified here under “Standard Cancellation Penalty Fees”, will be applied. This fee will be invoiced in the month following the Review Period. You will receive written notice and have 14 calendar days from the notification date to address the issue. If you do not provide a sufficient explanation within this period, the penalty fee will be charged. If your rate stays above 70% in any month after the Review Period, the penalty will continue. However, if your rate falls below 70% or is deemed reasonable given your circumstances, the penalty will not be applied.

12. Quandoo's liability

12.1. Quandoo will not be liable for any special, indirect, incidental, or consequential damages, or for interrupted communications, lost business, lost data or lost profits, arising out of or in connection with these Service Terms.

12.2. Subject to clause 12.1, neither Quandoo, our affiliates, nor related companies shall be liable for an amount greater than the aggregate amount of remuneration given by the Partner hereunder during the twelve-month period preceding the event to which the claim relates.

12.3. Quandoo shall be liable without limitation only for damages arising from (i) intent or gross negligence, (ii) death, serious injury or illness, (iii) fraud or fraudulent misrepresentation, and (iv) the breach of any express or implied obligation, the fulfilment of which is essential for the proper execution of these terms, and which cannot be excluded or limited by law.

13. Applicable law and place of jurisdiction

13.1. The laws of Singapore apply.

13.2. The place of jurisdiction for all disputes arising from the contractual relationship between the Partner and Quandoo is the registered office of Quandoo if the Partner is a merchant, a legal entity under public law or a special fund under public law or if the Partner has no general national place of jurisdiction. This does not affect Quandoo's right to have recourse to any of the Partner's legal places of jurisdiction.

14. Final provisions

14.1. No oral or written auxiliary agreements have been made.

14.2. The place of performance will be our registered office.

14.3. Should individual provisions be or become invalid in whole or in part, the rest of the contract will otherwise remain valid.

Version 1.0

Quandoo Additional Conditions for Marketing Modules

1. Scope of Validity

1.1 These additional conditions lay out the special terms of use of marketing modules.

1.2 In addition, the Quandoo General Terms and Conditions for Business Partners apply, as well as any further Additional Conditions agreed to.

2. Special Rules for Marketing Modules

2.1 If a partner has subscribed to a Marketing Module, Quandoo offers a special or highlighted advertisement for the partner’s special offers (hereinafter: ‘special offers’), as well as further agreed marketing actions (e.g. newsletters, Social Media, SEO etc.) after agreement with the partner (e.g. if the partner activates Quandoo special offers via the Business Center).

2.2 The subject, conditions and modalities of the special offer must be agreed in advance between Quandoo and the partner. Quandoo will place the partner’s special offer in the Quandoo network within two weeks. At the partner’s request, Quandoo will present the special offer via the widget on the partner’s website. Quandoo has the right to - but is not obliged to - also place the special offers on other websites and newsletters, including those of cooperation partners. 

2.3 Quandoo is only the messenger and mediator for the special offer contract between the partner and user. Quandoo will inform each party of a unique identifier (e.g. booking number or user name).

2.4 The partner is obliged to inform Quandoo immediately in writing of any changes relevant to the partner’s business, the contract or the user.

3. Duration and Termination

Unless otherwise agreed, the initial term of subscription for a Marketing Module is 3 months, where the last month always constitutes a full month. Marketing Module subscriptions can be terminated with a notice period of 1 month, with the cancellation coming into effect at the end of the last month. If the subscription is not effectively terminated, the term is automatically extended by a further 3 months, whereby the last month always constitutes a full month.