Terms &
conditions.

Provider: Livro SRL, a company incorporated under Belgian law, with registered office at [FULL ADDRESS], registered in the Belgian Enterprise Register (KBO/BCE) under number [XXXXXXXXX], hereinafter referred to as "Livro".

Client: any legal entity or individual engaged in a commercial activity on a professional basis (restaurant, brasserie, caterer, snack bar, or any food service establishment) that registers on the Livro platform, hereinafter referred to as "the Client".

Platform: the SaaS (Software as a Service) software accessible at livro.be and its subdomains, enabling the creation and management of a white-label online ordering site.

Subscription: paid, recurring access to the Platform pursuant to the chosen pricing plan.

Customer Orders: orders placed by end users (the restaurant's customers) through the Client's ordering site. Livro is not a party to these transactions in any capacity.

Client Data: all data entered or uploaded by the Client to the Platform (menus, prices, photos, contact details, etc.).

End User Data: personal data of end users (name, email, phone, delivery address, etc.) collected through the Client's ordering site.

These Terms and Conditions (hereinafter "T&Cs") apply exclusively to the relationship between Livro and its professional Clients (B2B). They expressly exclude the application of consumer law (in particular the 14-day right of withdrawal provided by the Belgian Code of Economic Law for B2C distance contracts).

These T&Cs set out the conditions under which Livro makes the Platform available to the Client as a SaaS service.

The contract between Livro and the Client is formed upon:

- the validation of the online registration form, or

- the written confirmation (email) of a commercial offer from Livro.

Validation of the registration or confirmation of the offer constitutes full and unconditional acceptance of these T&Cs. The Client declares having read the T&Cs prior to any registration.

These T&Cs take precedence over any other document, including the Client's general purchasing conditions. No derogating condition may be invoked against Livro without its prior written consent.

A Livro Subscription provides access to the following features, which may evolve depending on the chosen plan:

Online ordering site: deployment of an ordering site on a personalised subdomain (e.g. myrestaurant.livro.be) or on the Client's own domain (subject to correct DNS configuration).

Custom .be domain name: at the Client's request, Livro may register and maintain a .be domain name on behalf of the Client for their ordering site, at no additional charge beyond the Subscription, up to an annual registration and renewal cost of €20 excl. VAT per domain. Above this threshold (premium domains, reserved domains, or domains subject to special DNS Belgium fees), the excess cost is passed through to the Client at cost with supporting registrar invoice, or the Client may register the domain directly with their own registrar and point it to the Platform via a DNS configuration (CNAME). Upon termination of the Subscription, the domain is transferred to the Client upon simple request, at no charge from Livro.

Dashboard: administration interface for managing menus (products, categories, prices), real-time orders, opening hours, ordering modes (Click & Collect, QR at table), delivery zones, and payment settings.

Payment integrations: connection with Stripe Connect, PayPal, and Mollie. These third-party services are governed by their own terms and conditions, over which Livro has no control.

QR codes: generation and download of QR codes linked to the Client's ordering site.

Printing: compatibility with Star CloudPRNT printers (hardware not included, except under a specific bundle offer).

Support: technical assistance by email (contact@livro.be) on business days. Livro does not commit to any guaranteed response time unless otherwise agreed in writing.

Livro reserves the right to update, add, or remove features, provided the Client is given reasonable prior notice. No essential feature will be removed without 30 days' prior notice.

4.1 Pricing

The applicable prices are those in effect at the time of subscription, as displayed on livro.be or agreed in writing. All amounts are stated excluding VAT (excl. VAT). Belgian VAT at the rate in force (currently 21%) is added to invoiced amounts.

4.2 Billing

Billing is monthly, in advance. The first invoice is issued on the date of account activation. Invoices are sent electronically to the email address provided by the Client.

4.3 Payment

Payment is made by direct debit (bank card) or bank transfer pursuant to the agreed modalities. In the case of direct debit, the Client authorises Livro to debit their registered payment method.

4.4 Late payment

Pursuant to the Belgian Act of 2 August 2002 on combating late payment in commercial transactions (transposing Directive 2011/7/EU), any late payment automatically and without prior formal notice gives rise to:

- late payment interest at the applicable statutory rate;

- a flat-rate recovery fee of €40;

- additional reasonable recovery costs where actual costs exceed this flat rate.

4.5 Price revision

Livro may revise its prices with 30 calendar days' notice, communicated by email. If the Client does not accept the new pricing, they may terminate their subscription before the revision takes effect, without penalty. Failure to terminate constitutes acceptance of the new pricing.

4.6 No refunds

Unless expressly provided otherwise in writing, amounts paid are non-refundable, including in the event of termination during a billing period. No credit note or pro-rata refund is owed.

Livro undertakes to:

Availability: provide access to the Platform with an uptime target of 99% per calendar month, excluding scheduled maintenance and force majeure events. Livro does not guarantee absolute, uninterrupted availability.

Maintenance: inform the Client, where possible, of scheduled maintenance likely to affect access to the Platform, with reasonable prior notice.

Hosting: host the Platform and data within the European Economic Area or with sub-processors offering an adequate level of protection under the GDPR.

Confidentiality: treat Client Data and End User Data with the required confidentiality and not use them for purposes other than the provision of the contractual services.

Backup: implement regular data backup procedures. However, Livro does not guarantee data recovery in the event of a major technical failure or an event beyond its control.

Livro makes no commitment as to commercial results (order volume, revenue, new customers). The Platform is a tool; its success depends exclusively on how the Client uses it.

6.1 Legal compliance

The Client is solely responsible for complying with all regulations applicable to their business, including:

- food safety requirements (EC Regulation 852/2004, FASFC/FAVV obligations);

- allergen labelling rules (EU Regulation 1169/2011);

- Belgian tax law (VAT on food service, invoicing, approved cash registers);

- operating licences (environmental permit, licence for serving alcohol, etc.);

- employment law applicable to their staff.

Livro provides no legal, tax, or regulatory advice. The Client's compliance with these obligations is in no way Livro's responsibility.

6.2 Accuracy of information

The Client warrants the accuracy and currency of information published on their ordering site: prices, product availability, descriptions, allergens, photos. Any complaint from an end user arising from inaccurate information is solely the Client's responsibility.

6.3 Acceptable use

The Client undertakes not to use the Platform for unlawful or fraudulent purposes, not to publish content infringing third-party rights (copyright, trademarks, image rights), not to attempt to circumvent the Platform's security mechanisms or disrupt its operation, and not to resell or sublicence access to the Platform to third parties without Livro's written consent.

6.4 Account security

The Client is responsible for the security of their login credentials and those of their collaborators. Any use of the account via the Client's credentials is presumed to be carried out by the Client, unless unauthorised access is immediately reported to contact@livro.be.

6.5 Financial transactions

The Client is solely responsible for their contractual relationships with their payment service providers (Stripe, PayPal, Mollie). It is their responsibility to ensure their Stripe/PayPal/Mollie account is correctly configured, activated, and compliant with those providers' requirements. Livro holds no order funds at any time.

7.1 Platform

The Livro Platform, its source code, design, interfaces, trademarks, and domain names are the exclusive property of Livro or its licensors. The contract grants the Client a personal, non-exclusive, non-transferable right of use, limited to the duration of the Subscription. Any other use, reproduction, or exploitation is expressly prohibited.

7.2 Client content

Content published by the Client on the Platform (texts, photos, prices, logos) remains their property. The Client grants Livro a non-exclusive, worldwide, royalty-free licence to host, display, and reproduce such content strictly within the scope of service delivery.

7.3 Feedback

Any feedback, suggestion, or comment communicated by the Client to Livro regarding the Platform may be freely used by Livro to improve its services, without any obligation to compensate or credit the Client.

8.1 Respective responsibilities

In the context of the Platform:

- Livro acts as data controller for the personal data of dashboard users (the Client's admin accounts).

- The Client acts as data controller for End User Data (their customers who place orders).

- Livro acts as data processor for the Client with respect to End User Data, pursuant to Article 28 GDPR.

8.2 Data processing agreement

By accepting these T&Cs, the Client and Livro enter into a Data Processing Agreement (DPA) whose essential terms are as follows:

- Livro processes End User Data solely on documented instructions from the Client and for the contractual purposes only;

- Livro implements appropriate technical and organisational measures to ensure a level of security appropriate to the risk;

- Livro only engages sub-processors after informing the Client and subject to equivalent obligations;

- Livro assists the Client in meeting their GDPR obligations (right of access, rectification, erasure, portability) to a reasonable extent;

- Livro deletes or returns all End User Data upon termination of the contractual relationship.

8.3 Client's obligations

The Client is solely responsible for the GDPR compliance of their processing of End User Data, including: informing end users (privacy policy published on their site), the legal basis for processing, handling data subject rights, and retention periods.

8.4 Livro's privacy policy

The processing of personal data of dashboard users is governed by Livro's privacy policy, accessible at livro.be/privacy.

8.5 Sub-processors

Pursuant to Article 28(3)(d) GDPR, Livro informs the Client of the list of its sub-processors to whom End User Data may be transferred in the course of service delivery:

- Neon, Inc. — Postgres database — United States (Standard Contractual Clauses)

- Vercel, Inc. — Hosting and CDN — United States (Standard Contractual Clauses)

- Clerk, Inc. — Authentication and account management — United States (Standard Contractual Clauses)

- Stripe, Inc. — Card payment processing — United States (Standard Contractual Clauses)

- PayPal (Europe) S.à r.l. — PayPal payment processing — Luxembourg (EU)

- Mollie B.V. — Mollie payment processing — Netherlands (EU)

- Upstash, Inc. — Rate limiting (Redis) — EU region

- Twilio, Inc. — SMS notifications — United States (Standard Contractual Clauses)

- Resend, Inc. — Transactional emails — United States (Standard Contractual Clauses)

Livro may update this list when changing a sub-processor, after notifying the Client with reasonable prior notice by email.

9.1 Exclusions

To the fullest extent permitted by Belgian law, Livro expressly excludes all liability for:

a) acts, omissions, or failures of the Client or their employees in operating their food service business;

b) the quality, food safety, composition, or delivery of products sold by the Client to their end users;

c) any dispute, claim, fine, or judgment arising from the Client's failure to comply with their legal obligations (FASFC/FAVV, VAT, allergens, operating licence, etc.);

d) failures, interruptions, transaction errors, or payment refusals attributable to third-party providers (Stripe, PayPal, Mollie, Neon, Vercel, Twilio, Upstash, or any other sub-processor);

e) loss of revenue, loss of profit, loss of customers, loss of orders, or any other indirect or consequential loss suffered by the Client as a result of Platform unavailability;

f) damage resulting from use of the Platform by the Client or their collaborators in a manner inconsistent with these T&Cs;

g) loss or corruption of data due to the Client's conduct, unauthorised access resulting from the Client's negligence in managing their credentials, or a force majeure event.

9.2 Liability cap

In any event, Livro's total cumulative liability, for all causes combined, is capped at the amount of Subscription fees actually received by Livro from the Client during the twelve (12) months preceding the event giving rise to the damage.

9.3 Claims period

Any claim by the Client against Livro must be submitted in writing within three (3) months of the date on which the Client became aware (or should have become aware) of the damaging event, failing which the claim is time-barred.

The Client agrees to defend, indemnify, and hold Livro harmless from and against any claim, action, proceeding, judgment, fine, damages, costs, and legal fees arising from:

- any complaint by an end user concerning an order placed through the Platform (quality, allergens, delay, non-delivery, etc.);

- any breach by the Client of their legal or regulatory obligations;

- any use of the Platform by the Client in violation of these T&Cs;

- any content published by the Client on the Platform that infringes a third party's rights.

11.1 Term

The contract is concluded for an indefinite term, with monthly billing. It takes effect on the date of account activation.

11.2 Termination by the Client

The Client may terminate their Subscription at any time, without penalty, by sending an email to contact@livro.be. Termination takes effect at the end of the monthly billing period current at the time of receipt of the notice. No pro-rata refund is made.

11.3 Termination by Livro

Livro may terminate the contract:

- for legitimate reasons, with 30 calendar days' notice;

- immediately and without notice in the event of a serious breach by the Client (persistent non-payment after formal notice, unlawful use of the Platform, infringement of third-party rights, fraud).

11.4 Suspension

In the event of non-payment of an invoice overdue by more than 7 calendar days despite a reminder, Livro reserves the right to suspend access to the Platform until the debt is fully settled, without this constituting a termination of the contract. Subscription fees continue to accrue during the suspension period due to the Client's non-performance.

In the event of use of the Platform causing harm to third parties, to Platform security, or to Livro's image, suspension may be immediate and without prior notice.

11.5 Effects of termination

As of the termination effective date:

- the Client's access to the Platform is deactivated;

- the Client may, within 30 days of termination, request an export of their data (menu, order history, customer list) in CSV or JSON format via contact@livro.be. After this period, Livro reserves the right to permanently delete the data without any obligation to retain it.

Livro reserves the right to amend these T&Cs at any time. Material changes are communicated to the Client by email at least 30 days before they take effect.

If the Client does not accept the new terms, they may terminate their subscription without penalty before the date the amendments take effect. Continued use of the Subscription beyond that date constitutes express acceptance of the amended T&Cs.

The version in force is the one published at livro.be/cgv, with the date of last update indicated.

Neither Livro nor the Client may be held liable for failure to perform their contractual obligations where such failure results from a force majeure event within the meaning of Article 5.266 of the Belgian Civil Code.

Events constituting force majeure include in particular: pandemics, natural disasters, armed conflicts, cyber-terrorist attacks or large-scale external cyber-attacks, widespread internet or electricity outages, and unforeseeable governmental or regulatory decisions.

The party affected by a force majeure event shall notify the other party in writing as soon as possible. If the event persists for more than 60 days, either party may terminate the contract without compensation, by written notice.

These T&Cs are governed exclusively by Belgian law.

In the event of a dispute concerning the formation, interpretation, performance, or termination of the contract, the parties will endeavour to find an amicable solution within 30 days of notification of the dispute by registered letter or email with read receipt.

In the absence of an amicable settlement, the dispute will be submitted to the exclusive jurisdiction of the courts of the judicial district of Brussels (jurisdiction of Livro's registered office), notwithstanding multiple defendants or third-party proceedings.

Entire agreement. These T&Cs, together with the documents they reference (privacy policy, DPA, accepted commercial offer), constitute the entire agreement between the parties and supersede all prior agreements, oral or written, on the same subject matter.

Severability. If any provision of these T&Cs is declared void, unlawful, or unenforceable by a competent court, such invalidity shall not affect the remaining provisions, which shall remain in full force and effect.

Non-waiver. Livro's failure to invoke any provision of these T&Cs does not constitute a waiver of the right to do so in the future.

Sub-contracting. Livro may engage sub-contractors for the performance of all or part of the services (hosting, transactional emails, SMS notifications, payment processing, etc.), subject to compliance with the GDPR framework described in Article 8.

Assignment. The Client may not assign their rights and obligations under this contract without Livro's prior written consent. Livro may freely assign the contract in the context of a restructuring, merger, or business transfer, after informing the Client.

Language. In the event of any discrepancy between a translated version of these T&Cs and the French version, the French version shall prevail.