Terms of Service

Effective: 30 April 2026 · Version 2.0

These Terms govern your use of Opnclo. We've kept them as plain as possible. The short version: pay your subscription, don't abuse the Service, you own your content, we host and operate the platform, and either side can walk away with reasonable notice.

1. The agreement

These Terms of Service (the "Terms") form a binding contract between Opnclo, the operator identified in our Legal notice ("Opnclo", "we", "us"), and you ("you", "Customer"). By creating an account, signing in, or using the Service, you accept these Terms. If you accept on behalf of a legal entity, you represent that you have the authority to bind that entity, and "you" refers to that entity.

The Service is intended for professional use by restaurants, hotels, bars and hospitality businesses. It is not aimed at consumers within the meaning of EU consumer protection law.

2. The Service

Opnclo is a software-as-a-service platform that lets hospitality businesses:

• create, organise and publish digital menus accessible via QR codes or public URL,
• manage online reservations and guest profiles,
• generate and customise QR codes for table or window placement,
• analyse menu and reservation activity,
• auto-translate menus and enrich content with AI assistance.

We may add, change, or remove features. We will not materially reduce a core paid-plan feature without at least 30 days' notice by email. Beta features may be offered "as is" and removed without notice.

3. Account and eligibility

To use the Service you must (i) be at least 18 years old, (ii) provide accurate signup information, (iii) verify your email address, and (iv) keep your credentials confidential. You are responsible for everything that happens under your account. If you suspect unauthorised use, change your password and notify us at contact@opnclo.com immediately.

4. Plans, trial, pricing, payment

Current plans and prices are published at opnclo.com/pricing. Pricing is fetched in real time from that page; in case of inconsistency between the pricing page and these Terms, the pricing page prevails.

• Free trial. New accounts may benefit from a free trial period. The trial converts automatically to a paid subscription unless you cancel before its end. You will not be charged during the trial.
• Billing. Paid subscriptions are billed in advance, monthly or annually, by our payment processor Stripe. Card details are handled exclusively by Stripe; Opnclo never sees them.
• Taxes. Prices on the pricing page are exclusive of VAT unless otherwise indicated. VAT is added where required by law.
• Renewals. Subscriptions renew automatically at the end of each billing period unless cancelled before renewal.
• Cancellation. You can cancel any time from your account. Cancellation takes effect at the end of the current billing period; the Service remains accessible until then.
• Refunds. Fees already paid are non-refundable except where required by mandatory consumer protection law.
• Late payment. If a payment fails, we will retry and notify you. Repeated payment failure may result in suspension or downgrade of paid features.
• Price changes. We may change prices with at least 30 days' notice by email. New prices apply at your next renewal. You can cancel before the new price takes effect.

5. Your content and licence

You retain all rights, title and interest in everything you upload or create on the Service - menu items, descriptions, photos, logos, restaurant information, reservations data, guest profiles, etc. ("Your Content").

You grant Opnclo a worldwide, non-exclusive, royalty-free, sublicensable licence to host, store, copy, reproduce, transmit, display, perform, translate, and process Your Content solely as necessary to provide the Service to you and your guests. This licence ends when Your Content is deleted, except for backups that expire on their normal schedule.

You represent and warrant that Your Content (i) does not infringe any third-party rights (including intellectual property, image rights, or privacy rights), (ii) complies with applicable law, including French and EU rules on food information, allergen disclosure (Regulation (EU) No 1169/2011), price display, and consumer protection, and (iii) is accurate. You are solely responsible for the accuracy of allergen and ingredient information published on your menu.

6. Acceptable use

You agree not to:

• use the Service for any unlawful or fraudulent purpose;
• publish content for products whose sale is restricted or prohibited (drugs, weapons, regulated goods sold to unauthorised persons, etc.);
• send spam, unsolicited messages, or use guest data for purposes other than your relationship with that guest;
• scrape, reverse-engineer, decompile, or attempt to gain unauthorised access to the Service, our infrastructure, or other customers' data;
• circumvent rate limits, technical safeguards, or paywalls;
• upload content that is defamatory, harassing, hateful, or violates third-party rights;
• resell or sublicense the Service without our prior written consent.

We may suspend or terminate accounts that breach these rules, in proportion to the breach.

7. AI-powered features

The Service uses third-party AI models (Google Gemini for menu OCR and translation, Anthropic Claude for content enrichment) to assist you. Outputs from these models are suggestions you must review before publishing. They can contain errors, mistranslations or omissions.

You remain solely responsible for the accuracy and legal compliance of your published menus, including allergen and ingredient information. Opnclo is not liable for the consequences of publishing AI-generated content without review. Inputs you submit are not used to train the underlying AI models, per the terms of our AI sub-processors (see our sub-processors page).

8. Our intellectual property

The Service, including its software, design, layout, copy, illustrations, logos, brand name and documentation, is the exclusive property of Opnclo and its licensors and is protected by intellectual property law. We grant you a personal, non-exclusive, non-transferable, revocable right to use the Service strictly in accordance with these Terms and your subscription.

The "Opnclo" name and logo are trademarks. You may not use them without our prior written consent, except to refer factually to our Service (for instance, to indicate that your restaurant uses Opnclo).

9. Availability and support

We aim for high availability but do not guarantee uninterrupted operation. Maintenance windows, third-party provider outages, and force-majeure events may cause temporary unavailability. We do not offer a contractual SLA on the standard plans; status updates are communicated by email when an incident materially affects the Service.

Customer support is provided by email at contact@opnclo.com. We aim to respond within 2 business days, but response times depend on the topic and volume of incoming requests.

10. Data protection

Our processing of personal data is described in our Privacy Policy, which forms part of these Terms.

Where Opnclo processes personal data on your behalf - typically when your guests submit reservation requests through your published widget - we act as a data processor within the meaning of GDPR Article 28. By accepting these Terms, you also accept the Data Processing Agreement that defines the safeguards applied to that processing. A standalone signed copy is available on request at privacy@opnclo.com.

You are responsible for informing your own guests of how their data is processed (typically via your own privacy notice or the booking widget consent text), for obtaining any required consent, and for honouring data subject rights requests addressed to you. We assist you on request.

11. Warranties and disclaimers

The Service is provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited by applicable law, including liability for fraud, gross negligence, willful misconduct, death or personal injury caused by negligence, or infringement of mandatory consumer protection rules.

12. Limitation of liability

To the maximum extent permitted by law, Opnclo's total aggregate liability to you for any and all claims arising out of or relating to the Service or these Terms - whether in contract, tort, or otherwise - shall not exceed the fees you paid to Opnclo in the twelve (12) months preceding the event giving rise to the claim, or one hundred (100) euros, whichever is greater.

Neither party shall be liable to the other for indirect, incidental, special, punitive, or consequential damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility of such damages.

13. Termination and data export

By you. You can terminate your account at any time from your account settings. The "Delete my account" button erases your data permanently and cancels active subscriptions. You can also simply cancel a paid plan and keep using the Service on the free tier (where available) without losing your data.

By us. We may suspend or terminate your account with notice if you materially breach these Terms, fail to pay fees due, or use the Service in a way that exposes Opnclo or other customers to risk. We may suspend immediately and without notice in cases of suspected fraud, abuse, or security incidents.

Data export before leaving. Before terminating, you can download a complete machine-readable copy of all your data via the "Download my data" button in your account settings (covers profile, restaurants, menus, QR codes, reservations, guest profiles, and analytics). Retention after termination is governed by the schedule in our Privacy Policy.

14. Changes to these Terms

We may modify these Terms when we add features, change pricing structure, comply with new law, or clarify language. Material changes will be announced by email at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you disagree, you can cancel before the new version takes effect, with no penalty.

15. Governing law and disputes

These Terms are governed by Portuguese law, without regard to conflict-of-law rules and without prejudice to mandatory rules of the user's country of residence within the European Union. Any dispute arising out of or relating to these Terms or the Service shall be submitted to the competent courts of Lisbon, Portugal, except where mandatory consumer protection rules grant a different forum.

Before initiating legal proceedings, both parties agree to attempt in good faith to resolve the dispute by direct negotiation, by writing to contact@opnclo.com. For online dispute resolution, the European Commission provides a platform at ec.europa.eu/consumers/odr (note: typically applicable to consumer disputes).

16. Miscellaneous

Entire agreement. These Terms together with the Privacy Policy, the Sub-processors page, and any specific order form constitute the entire agreement between you and Opnclo regarding the Service, and supersede any prior agreement.

Severability. If any provision is found invalid or unenforceable, the remainder remains in effect.

No waiver. Our failure to enforce a right is not a waiver of that right.

Assignment. You may not assign these Terms without our prior written consent. We may assign them in connection with a corporate reorganisation, merger or acquisition, on notice to you.

Force majeure. Neither party is liable for delays or failures caused by events beyond reasonable control (war, natural disasters, network outages affecting third-party providers, etc.).

Notices. We send notices to the email address on your account. You can write to us at contact@opnclo.com.

17. Contact

Commercial and account questions: contact@opnclo.com.
Privacy and data protection: privacy@opnclo.com.