General Terms and Conditions

§ 1 Scope

(1) These General Terms and Conditions apply to all contracts between NeoVerse Management LLC, 30 N Gould St Ste R, Sheridan, WY 82801, United States (“NeoVerse”) and its customers for the use of the LeisurOS software.

(2) LeisurOS is offered exclusively to businesses, meaning persons and organisations acting in the course of their trade, business or profession when concluding the contract. Consumers cannot conclude a contract.

(3) Deviating terms of the customer only apply if NeoVerse expressly agrees to them in text form.

§ 2 Services

(1) LeisurOS is software that NeoVerse provides over the internet (software as a service). Depending on the package and modules booked, it includes in particular online booking, point of sale, back office, invoicing and communication with guests. The service description on leisuros.com or in the offer at the time the contract is concluded is decisive.

(2) For the term of the contract the customer receives the non-exclusive, non-transferable right to use LeisurOS for its business and to set up access for its staff.

(3) NeoVerse develops LeisurOS continuously and may change features as long as the agreed core functions are preserved and the change is reasonable for the customer.

(4) Third-party services that the customer connects with its own account (for example payment providers, messengers or AI services) are not part of NeoVerse’s services; the terms of the respective provider apply to them.

§ 3 Conclusion of contract and trial

(1) The customer can test LeisurOS free of charge for 14 days at leisuros.com/start. Clicking “Create my business now” after following the confirmation link concludes a contract of use for the trial.

(2) The trial is free of charge and ends automatically. It does not turn into a paid contract by itself.

(3) A paid contract is only concluded when the customer expressly orders a package and NeoVerse confirms the order or activates the package.

(4) If no paid contract is concluded after the trial, NeoVerse may block access and delete the data of the trial business 30 days after the trial has ended. Until then the customer can request an export of its data.

§ 4 Prices and payment

(1) The prices of the ordered package and booked modules according to the offer or price list at the time of the order apply, plus any statutory sales tax or VAT.

(2) Fees are payable monthly in advance within 14 days of invoicing unless agreed otherwise. The customer receives invoices by email.

(3) The customer bears third-party fees, such as those of payment providers, directly towards the respective provider.

(4) If the customer is more than 30 days in arrears, NeoVerse may block access after prior notice until the amount is settled.

(5) NeoVerse may adjust prices with two months’ notice to the start of a billing period. In that case the customer may terminate the contract with effect from the date of the price change.

§ 5 Term and termination

(1) Paid contracts run for an indefinite period. Either party may terminate them with one month’s notice to the end of a calendar month unless the offer provides otherwise.

(2) The right to terminate without notice for good cause remains unaffected.

(3) Notices of termination must be given in text form; an email is sufficient.

§ 6 Availability, maintenance and support

(1) NeoVerse operates LeisurOS with the care of a professional provider and strives for the highest possible availability. A specific availability is only owed if it has been expressly agreed.

(2) NeoVerse carries out maintenance outside usual business hours where possible and announces major work in advance.

(3) The customer reports questions and faults by email to [email protected].

§ 7 Customer obligations

(1) The customer keeps its access credentials secret, grants access only to authorised persons and informs NeoVerse without delay if it suspects misuse.

(2) The customer is responsible for the content, prices and offers it enters in LeisurOS and for its contracts with guests.

(3) The customer provides the necessary legal texts of its own on its booking pages, in particular a legal notice, a privacy notice and terms for its guests. LeisurOS offers fields for this; the customer is responsible for the content.

(4) The customer fulfils the tax and point-of-sale obligations of its business itself, for example connecting and registering a technical security device (TSE) in Germany and retaining receipts and data.

(5) The customer does not misuse LeisurOS, in particular not for sending unsolicited advertising or for unlawful content.

§ 8 Customer data and data protection

(1) The data that the customer and its guests enter in LeisurOS remain the customer’s data. NeoVerse uses them only to provide the service.

(2) Insofar as NeoVerse processes personal data on behalf of the customer, in particular data of its guests and staff, the data processing agreement in Annex 1 applies. It forms part of these Terms.

(3) The customer can export its data itself during the term of the contract. If the customer requests it within 30 days after the contract ends, NeoVerse provides an export. NeoVerse then deletes the data unless a statutory retention obligation prevents this. The customer fulfils its own retention obligations, for example for till receipts, by exporting in good time.

(4) For data that NeoVerse processes as a controller in its own right, such as the customer account, the privacy notice at leisuros.com/datenschutz applies.

§ 9 Defects

(1) NeoVerse remedies defects in the software within a reasonable period after the customer has reported them. The customer describes defects as precisely as it can.

(2) During the free trial NeoVerse provides LeisurOS without warranty as to freedom from defects; § 10(1) remains unaffected.

§ 10 Liability

(1) NeoVerse is liable without limitation for intent and gross negligence, for injury to life, body or health and under mandatory statutory provisions.

(2) In the case of slight negligence NeoVerse is only liable for the breach of material contractual obligations, meaning obligations whose fulfilment makes the proper performance of the contract possible in the first place and on whose fulfilment the customer may regularly rely. Liability is then limited to the foreseeable damage typical for the contract, at most to the fees the customer paid in the twelve months before the event causing the damage.

(3) Otherwise liability is excluded. For loss of data NeoVerse is only liable up to the effort that would have been required to restore it from a regular backup made by the customer.

(4) These limitations also apply in favour of NeoVerse’s staff and agents.

§ 11 Confidentiality

Both parties treat confidential information of the other party that becomes known to them under the contract as confidential and use it only to perform the contract. This obligation survives the end of the contract.

§ 12 Changes to these Terms

NeoVerse may change these Terms with effect for the future and announces changes by email at least four weeks before they take effect. If the customer does not object within this period, the changes are deemed accepted; NeoVerse points this out in the announcement. If the customer objects, either party may terminate the contract with effect from the date the changes take effect.

§ 13 Final provisions

(1) The laws of the State of Wyoming, USA, apply, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) The exclusive place of jurisdiction is Sheridan County, Wyoming, USA. NeoVerse may also sue the customer at its registered office.

(3) The German version of these Terms is legally binding. Translations are for information only.

(4) If any provision is invalid, the remainder of the contract remains valid.

Annex 1 — Data processing agreement

This agreement governs the processing of personal data by NeoVerse on behalf of the customer under Art. 28 GDPR and Art. 9 of the Swiss Federal Act on Data Protection (FADP).

1. Subject matter, duration and purpose

NeoVerse processes personal data insofar as the customer uses LeisurOS, for the term of the contract and until deletion under section 9. The purpose is the provision and operation of LeisurOS: storing, displaying and evaluating the data and sending emails and messages on behalf of the customer.

2. Data subjects and types of data

Data subjects are guests and participants, prospects, business customers and their contact persons, and the customer’s staff. Depending on use, the following is processed:

• Contact data (name, email address, phone number)
• Booking and participant data, including date of birth, height and signatures where the customer asks for them
• Point-of-sale and invoice data and payment status (no full card data)
• Messages from the inbox and call logs of the phone assistant
• Marketing consents, usage and log data

3. Instructions and confidentiality

NeoVerse processes the data only on documented instructions from the customer. Instructions are this contract and the customer’s settings and actions in LeisurOS. If NeoVerse considers an instruction unlawful, it informs the customer. All persons with access to the data are bound to confidentiality.

4. Technical and organisational measures

• Encrypted transmission (TLS) for all connections
• Separation of data per business: every query checks that the data belongs to the business
• Role and permission model with location boundaries; access to contact details is logged
• Sign-in with password and, if chosen, a second factor; sessions expire
• Credentials for third-party services encrypted (AES-256-GCM); links and codes stored only as hashes
• Servers and database in data centres in Germany

5. Sub-processors

The customer authorises the use of the following sub-processors:

• Hetzner Online GmbH, Gunzenhausen, Germany — servers (data centres in Germany)
• Supabase, Inc., USA — database and sign-in (stored in Frankfurt am Main, Germany)
• Cloudflare, Inc., USA — network and protection against attacks
• Resend, USA — sending emails
• ElevenLabs, USA — speech processing of calls, only if the customer uses the phone assistant

Services that the customer connects with its own account (for example Stripe, Telegram or Anthropic) are not sub-processors of NeoVerse; the customer concludes the necessary contracts with these providers itself.

NeoVerse contractually binds sub-processors to an equivalent level of protection and informs the customer by email in advance about new or replaced sub-processors. The customer may object for an important data protection reason within 14 days; if no agreement is reached, the customer may terminate the contract.

6. Third countries

NeoVerse is based in the USA. Transfers to third countries only take place with appropriate safeguards, in particular on the basis of an adequacy decision including the EU-US and Swiss-US Data Privacy Framework, or the European Commission’s standard contractual clauses.

7. Assistance to the customer

NeoVerse assists the customer with requests from data subjects. LeisurOS includes export, access and erasure per guest for this purpose (Settings → Export and data protection). NeoVerse also assists the customer with data protection impact assessments and notifications to authorities insofar as information from NeoVerse is needed.

8. Personal data breaches

NeoVerse notifies the customer of a personal data breach without undue delay after becoming aware of it, with the information the customer needs for its own notification.

9. Deletion and return

After the contract ends, NeoVerse hands over the data in accordance with § 8(3) of the Terms and deletes it unless a statutory obligation to store it applies.

10. Evidence and audits

On request, NeoVerse provides the customer with the information needed to demonstrate compliance with this agreement and allows audits after timely notice.