Partner terms (B2B)

Velobites is operated by:

Velobites
Sole proprietorship (Einzelunternehmen)
Krümmeweg 46
38518 Gifhorn
Germany

Email: [email protected]

Authorised representative: Justin Milaszewski (proprietor)

Commercial register: Not registered (sole proprietorship).
VAT identification number (Germany, Section 27a UStG): DE457116420.

(hereinafter "platform operator")

(1) These partner terms ("Partner Terms") govern cooperation between the platform operator and the restaurant partner (entrepreneur within the meaning of Section 14 of the German Civil Code, BGB).

(2) The platform operator provides a digital intermediary platform for orders and related services.

(3) The restaurant partner offers food, beverages and other services to end customers via the platform.

(1) Contracts for goods and services are concluded exclusively between the restaurant partner and end customers.

(2) The platform operator acts solely as an intermediary and technical platform provider.

(3) The restaurant partner is the seller and provider of goods/services to end customers and is solely responsible for its offer, pricing, taxes, quality, statutory labelling (including allergens), performance, delivery or pickup, and customer service towards end customers.

(4) For online card payments via the platform, the platform operator acts towards the payment service provider (Stripe) as technical payment and settlement intermediary and merchant of record. This does not make the platform operator a party to the purchase contract between the restaurant partner and the end customer.

(1) The restaurant partner shall provide complete and accurate data for onboarding and ongoing cooperation.

(2) All information must be kept up to date without undue delay.

(3) Partner account credentials must be kept confidential and must not be shared with unauthorised third parties.

(1) The platform operator receives a commission for orders successfully intermediated via the platform.

(2) Unless otherwise agreed in text form, the commission is 4 % of the order value recorded in the system (after discounts, excluding tips, after cancellations and refunds; the amounts shown to end customers apply, typically including VAT) during the start phase; it is 6 % of that order value once either at least 500 in-app orders or cumulative in-app revenue of EUR 10,000 is reached—whichever occurs first.

(3) In addition to the percentage under paragraph 2, a minimum fee of EUR 0.39 applies per completed payment for orders intermediated via the platform (additive, not per individual order when settled together). A payment includes in particular an online checkout and cash payment at the counter for in-app orders; for table settlement (e.g. add-on orders billed together), the minimum fee is charged only once.

(4) The order data recorded in the platform operator's system is decisive.

(5) Statutory VAT applies to the commission.

(1) Payments may be made directly between end customers and the restaurant partner or via payment service providers (e.g. Stripe).

(2) Where payment processing is handled via the platform, payments are processed via Stripe Connect (destination charges): the card payment is booked on the platform operator's Stripe account; the restaurant's share is paid out to the restaurant partner's connected Stripe account. The payment claim from the order belongs to the restaurant partner. The platform operator does not provide regulated debt collection or similar legal services.

(3) The platform operator may deduct its commission and any fees directly from the payment flow (Stripe application fee or comparable settlement mechanisms).

(4) Stripe fees for card payments are charged by the payment service provider and are not part of the platform commission; economically the restaurant partner bears these costs unless mandatory law provides otherwise.

(5) The terms of the respective payment service provider (Stripe) apply in addition.

(6) The restaurant partner remains responsible for its tax obligations, proper invoicing to end customers and other statutory duties.

(1) Settlement takes place monthly after the end of each settlement period.

(2) Statements are provided digitally (e.g. in the partner account or by email).

(3) Payouts are made after deduction of commission and other retained amounts.

(4) Objections to statements must be raised in writing or text form (e.g. email to [email protected]) within 14 days of receipt; after that period, the statement is deemed accepted unless manifest errors exist.

(1) Cancellations and partial cancellations result in corresponding commission adjustments.

(2) Refunds to end customers are economically owed by the restaurant partner. The platform operator and/or payment service provider execute refunds on behalf of and for the account of the restaurant partner (including reverse transfer to the connected Stripe account and proportional refund of the application fee). Refunds are taken into account in settlement.

(3) The restaurant partner bears all chargebacks, payment reversals and related costs (including dispute and processing fees) relating to orders intermediated via the platform — except where demonstrably caused solely by the platform operator or payment service provider. Towards Stripe and the card schemes, the platform operator is liable as merchant of record; this allocation applies in the internal relationship between the parties.

(4) The platform operator may set off, withhold and — where agreed — collect chargeback amounts and related costs via Stripe Connect account debit. The restaurant partner shall indemnify the platform operator against third-party claims arising from chargebacks or refunds in connection with orders for which the restaurant partner is responsible.

(5) In case of suspected fraud, increased chargeback risk or breach of these Partner Terms, the platform operator may temporarily withhold payouts until the matter is clarified.

(1) The restaurant partner must comply with all laws applicable to its business (food safety, youth protection, pricing, etc.).

(2) Allergens and other mandatory information must be complete and accurate.

(3) Promised delivery/pickup times and availability must be honoured.

(4) Manipulation of the platform, circumvention of commission (e.g. systematic off-platform arrangements to bypass the platform) or other abuse is prohibited.

(1) Presentation of restaurant partners uses various parameters, including:

• ratings,
• delivery or availability times,
• availability of offers,
• pricing,
• user behaviour and demand signals.

(2) Weighting may change; no specific organic placement is guaranteed.

(1) The platform operator may offer paid advertising and placement options (e.g. highlighted listings, preferred search placement, banners or other marketing).

(2) Content labelled as "Sponsored Listing" or similar constitutes paid placement and is identifiable as advertising.

(3) Bookings are made under separate agreements or via tools in the partner account.

(4) The platform operator sets parameters for sponsored listings, which may include bids, relevance, user behaviour or performance criteria.

(5) Sponsored listings may affect visibility and may differ from organic ranking under § 10.

(6) The platform operator ensures paid placements meet statutory transparency requirements, in particular under competition and consumer protection law.

(7) The restaurant partner is responsible for the lawfulness of its advertising content and shall indemnify the platform operator against third-party claims arising from unlawful content.

(8) There is no entitlement to specific placements, reach or commercial outcomes unless expressly agreed in writing.

(1) The restaurant partner grants the platform operator the rights necessary to operate the platform for texts, images, trade marks and other materials provided.

(2) The restaurant partner warrants it holds the rights required to use and publish such content.

(3) The restaurant partner shall indemnify the platform operator against third-party claims arising from infringement of third-party rights by content provided by the restaurant partner.

(4) Where the platform enables end-customer ratings, the terms of use / general terms for consumers and the platform's moderation and notice procedures apply in addition; the restaurant partner's obligations regarding the lawfulness of its own content under paragraphs (1–3) remain unaffected.

(1) The restaurant partner receives access to order-related data required to fulfil orders.

(2) The platform operator may analyse aggregated or anonymised data to improve the platform, for statistics and compliance, subject to applicable data protection law. Operationally necessary analysis (e.g. table menu activity) is processed as first-party data on the platform; no optional third-party marketing or profiling trackers are used in the browser (e.g. Google Analytics or PostHog). Operationally necessary, cookieless reach and performance measurement via Vercel as part of hosting is separate (see our privacy policy).

(3) Information on personal data processing by the platform operator (including end-customer data in connection with use of the platform) is provided in our privacy policy.

(4) The following technical service providers may be used in particular to operate the platform:

• Supabase (database / authentication),
• Render (backend hosting),
• Vercel (frontend / hosting),
• Upstash Redis (rate limiting / abuse prevention),
• Stripe (payment processing),
• Google Workspace (email delivery),
• OpenRouter (AI features in the partner dashboard).

(5) A fuller overview of service providers is provided in our privacy policy. Where the platform operator processes end-customer personal data on behalf of the restaurant partner, this is done under the privacy policy and, where legally required, a data processing agreement pursuant to Art. 28 GDPR. The restaurant partner remains responsible for compliant processing towards its end customers where it acts as controller.

(1) Uninterrupted availability is not guaranteed.

(2) Maintenance, updates and technical faults may cause temporary restrictions.

(1) Complaints within the meaning of Regulation (EU) 2019/1150 may be sent to: [email protected].

(2) For additional out-of-court resolution of disputes between the platform and restaurants, suitable mediation/arbitration mechanisms may be used where legally relevant. We will identify appropriate contact points upon request.

(1) The platform operator has unlimited liability for injury to life, body or health and for intent and gross negligence.

(2) In case of ordinary negligence, the platform operator is liable only for breach of material contractual obligations and limited to typically foreseeable damage.

(3) The restaurant partner is liable to end customers under applicable law and its own terms.

(4) The restaurant partner shall indemnify the platform operator against third-party claims arising from breaches of duties towards end customers or unlawful content by the restaurant partner, unless the platform operator is solely responsible under general law.

(1) The platform agreement is concluded for an indefinite term unless expressly agreed otherwise.

(2) Either party may terminate with 30 days' notice to the end of a calendar month.

(3) The right to extraordinary termination for good cause remains unaffected.

(1) The platform operator may suspend access temporarily in case of breaches of these Partner Terms or applicable law.

(2) Serious or repeated breaches may justify immediate suspension or extraordinary termination.

Neither party is liable for failure to perform obligations caused by events beyond its reasonable control (force majeure), including natural events, governmental action, failures of third parties outside its control or general internet disruptions.

The parties act as independent businesses. No employment relationship, civil-law partnership or permanent agency is established.

The platform operator may amend these Partner Terms. Amendments will be communicated to the restaurant partner in text form in good time (e.g. by email or notice in the partner account). If the restaurant partner objects to the amendment in writing or in text form within six weeks of receipt, the amended version shall not be deemed agreed; the last version accepted by or otherwise continuing to apply for the restaurant partner shall remain in force — without triggering automatic termination unless otherwise required by law. If no declaration is received within the objection period and the platform operator has duly informed the restaurant partner about the legal consequences and objection period, the new version may become effective where permissible under statutory requirements for amendments to B2B general terms.

(1) The laws of Germany apply, excluding the UN Sales Convention (CISG).

(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 or in connection with these Partner Terms is Gifhorn, Germany.

(3) Should individual provisions be or become invalid, the validity of the remaining provisions remains unaffected. Invalid provisions shall be replaced by a legally permissible provision closest in economic purpose.