Hosts Terms of Service

This English version is a translation provided for convenience. In the event of any discrepancy, the French version prevails.

Please read these Terms of Service (hereinafter, the “Terms of Service”) carefully, as they contain important information about your legal rights, remedies and obligations and govern the commercial relationship with Winalist.

By registering on the Site, you agree to comply with and be bound by these Terms of Service.

These Terms of Service constitute a legally binding agreement (hereinafter, the “Agreement” or the “Contract”) between you and Winalist (designated in the article “Dispute Resolution”) governing the use of the Winalist Platform by Hosts.

Definitions

Terms used with an initial capital letter and not otherwise defined in any of the articles of this Contract have the meaning given to them below, without any distinction being made according to whether they are used in the singular, the plural, the infinitive or conjugated.

Activity(ies): Activity offered for booking on the Site by a Host.

Listing: Dedicated page on the Site presenting an Activity offered for booking by a Host.

Winalist Account: Account allowing a User to access and use certain features of the Winalist Platform, such as publishing an Activity.

Commission Invoice: Document issued by Winalist summarising the Bookings made over a period and the amount of Service Fees due, indicating the Partner Net (as defined herein). The Commission Invoice is not the sales invoice for the Activity to the Visitor and constitutes a business referral expense for the Host.

Service Fees: Service fees applied by Winalist on Bookings made on the Winalist Platform.

Total Fees: Total amount paid by the Visitor for a Booking, including Options and Taxes, before deduction of the Service Fees.

Winalist Group: WINALIST SAS and its subsidiaries, presented in the article “Presentation of the Site”.

Host(s): Wine tourism professional registered on the Site in order to list the activities that they wish to offer for booking to the Users of the Site.

Personal Information: Any information relating to an identified or identifiable natural person, within the meaning of Article 4 of Regulation (EU) 2016/679 (GDPR).

Invoicing Mandate: Authorisation given by the Host to Winalist so that Winalist issues, in its name and on its behalf, the sales invoices intended for Visitors relating to Bookings made on the Platform. This mandate may result either from a specific agreement signed between the Host and Winalist, or from a written authorisation in any traceable form (including by email).

Payout Method: Bank account or other financial instrument associated with the Host’s Stripe payment account, which receives the Payouts.

“Per Group” Pricing Model: A pricing option where the price of an Activity is set for a group of people and may vary according to the bracket of number of people (for example, €40 for 2 to 5 people, €60 for 6 to 10 people).

“Per Person” Pricing Model: A pricing option where the price of an Activity is set per person. Each participant pays a rate per adult and, where applicable, per child.

Booking Module: Module allowing a User to book an Activity offered by a Host.

Partner Net: The total amount of payments collected by Winalist and related to Activity bookings over a period (the date on which the User takes part in the Activity, and not the date of payment of the booking, shall be used here) less Winalist’s Service Fees, all taxes included.

Option: Service offered by the Host in addition to the Activity, which may take the form of the supply of one or more physical products or of one or more additional services.

On-Site Payment: Payment option that the Host can activate from their partner area, allowing the Visitor to pay the Price of the Activity and/or its Options directly to the Host, on the day the Activity takes place, without prior collection by Winalist.

Booking: Purchase of an Activity by a User, for a date and a number of participants, at the Displayed Price set by the Host.

Site or Platform or Winalist Platform: All websites and applications operated under the Winalist brand, whatever the domain name, extension and language, including those put into service after acceptance of these Terms of Service.

Payment Services: Payment collection and payout services provided by Winalist through its payment service provider, Stripe.

User(s) or Visitor(s): Internet user connecting to, visiting and using the aforementioned Site.

Payout: Transfer, initiated by Winalist, of the sums due to the Host from their Stripe payment account to their Payout Method.

Winalist: The Winalist Group company with which the Host contracts, designated in the article “Dispute Resolution”.

Presentation of the Site

Pursuant to Article 6 of Law No. 2004-575 of 21 June 2004 pour la confiance dans l’économie numérique (for confidence in the digital economy), Users of the Site are informed of the identity of the various parties involved in its creation and follow-up:

Owner: Winalist, a simplified joint-stock company (SAS) with a share capital of €26,772, registered under number 825 280 027 with the Reims Trade and Companies Register and domiciled at 17-21 Rond-Point de l’Europe, 51430 Bezannes, and its subsidiaries, Winalist, Inc., registered in Delaware, United States, and located at 447 Sutter St, Ste 506 - 1444, San Francisco, CA 94108, United States, Winalist Unipessoal Lda, registered under number 518704521 in Porto and located at UPTEC Baixa, Praça do Cel. Pacheco 2, 4050-453 Porto, Portugal (together, the “Winalist Group”),

Publication manager: WINALIST SAS,

Webmaster: WINALIST SAS,

Hosting provider: DigitalOcean, LLC, 105 Edgeview Drive, Suite 425, Broomfield, CO 80021, United States (Amsterdam data centre, Netherlands).

Scope of Winalist’s Services

The Winalist Platform is an online marketplace that allows wine tourism professionals (hereinafter, the “Hosts”) to publish information about tourist activities they offer and to make them available for booking. Each Activity offered for booking by a Host will have a dedicated page on the Site (hereinafter “Listing”), the description, images and other practical information of which will be provided by the Host. These activities may take the form, non-exhaustively, of visits, tastings, discovery trails, lessons, multi-day activities and other activities related to travel and wine.

Users will be able to discover on the Platform all the Activities offered by Hosts and make a Booking for one or more of them.

In addition to their Activity, Users may request to benefit from Options that the Host running the Activity booked by the User will have previously offered to them.

Hosts are solely responsible for their Activities and the Options they offer. When Users make or accept a Booking, a contract binds them directly to the Hosts. Winalist is not and does not become a party to any contract between Users and Hosts, is not involved in the contractual relationship between Users and Hosts and is neither a broker nor an insurer. Winalist does not act as agent of any User or any Host, except for the collection of payments, under the conditions of the article “Collection on Behalf of the Host”. Its role is limited to that of a business referrer.

Although Winalist may facilitate the resolution of disputes, Winalist neither controls nor guarantees the existence, quality, safety, suitability or legality of the Activities offered by a Host, the truthfulness or accuracy of the descriptions of the Activities, of the Ratings, the Reviews or any other Host Content (as defined below), or the services or behaviour of any Host or third party.

If you choose to use the Winalist Platform as a Host, your status with regard to Winalist is limited to that of an independent third-party contractor, and not an employee, agent, joint venture member or partner of Winalist for any reason, you act exclusively on your own behalf and for your sole benefit, and not on behalf or for the benefit of Winalist. Winalist does not direct or control you, and shall not be considered as directing or controlling you, whether generally or pursuant to these Terms of Service. You acknowledge that you have full discretion to advertise your Activities or otherwise to engage in other business activities or other employment.

In order to promote the Winalist Platform and increase the visibility of Activities among potential Visitors, Listings and other forms of Host Content may be published on other websites, in applications and emails, as well as in online and offline advertisements in accordance with the article “Content” of these Terms of Service. To help Hosts who speak different languages, Winalist makes available automatic tools allowing Hosts to translate Activities and other forms of Host Content, in whole or in part, into other languages. Hosts are free to use these tools at their entire discretion. Winalist cannot guarantee the accuracy or quality of these translations and it is for Hosts to verify the accuracy of these translations.

The Winalist Platform may contain links to third-party websites or resources (hereinafter, the “Third-Party Services”). These Third-Party Services may be subject to different terms of service and personal data protection practices. Winalist cannot be held responsible for the availability or accuracy of these Third-Party Services, or for the content, products or services available from these Third-Party Services. Links to these Third-Party Services shall not be construed as an endorsement by Winalist of these Third-Party Services.

Winalist is not responsible in the event of Internet or telecommunications infrastructure failures or outages that are beyond its control and that may lead to interruptions in the accessibility of the Winalist platform. Winalist may, temporarily and taking into account the legitimate interests of Hosts (for example through prior notification), limit the availability of the Winalist Platform or certain areas or features of the Winalist Platform if necessary due to limited capacity, to preserve the security or integrity of our servers, or to carry out maintenance operations to ensure the proper functioning or improve the functioning of the Winalist Platform. This clause applies without prejudice to the Article “Liability” of these Terms of Service. Winalist may improve or modify the Winalist Platform and add new Services at any time. Winalist will inform Hosts of any modification made to the Winalist Platform, unless these modifications are minor or have no material effect on the contractual obligations of the parties.

Winalist acts as a business referrer and is neither a buyer, nor a seller, nor a customer of the Activities offered by Hosts. Contracts relating to Activities are concluded directly between the Host and the Visitor, and Winalist is not a party to these contracts. Unless a specific Invoicing Mandate has been signed beforehand, Winalist does not issue a sales invoice in the name of the Host and cannot be invoiced for the Activities booked by Visitors.

The features offered by the Platform, including payment options, are liable to change, to be modified or withdrawn at any time, without this constituting an acquired right for the Host.

Eligibility, Use of the Winalist Platform, Host Verification

You must be at least 18 years old and have the capacity to contract in order to access the Winalist Platform, use it or create a Winalist Account. By accessing or using the Winalist Platform, you certify that you are at least 18 years old and have the capacity and authority to contract.

Winalist may make access to and use of the Winalist Platform, or of certain areas or features of the Winalist Platform, subject to certain conditions or requirements, such as undergoing a verification procedure, meeting certain quality and eligibility criteria, reaching certain thresholds of Ratings or Reviews, or a Host’s booking and cancellation history.

Verifying users on the Internet is difficult, and we disclaim all liability with regard to confirming the identity of any Host or User. Notwithstanding the foregoing, for the sake of transparency and for the purposes of fraud prevention, subject to applicable laws, we may, without being obliged to, ask Hosts to provide us with an official identity document or other information, or to undergo other checks intended to verify the identity and background of Hosts, consult third-party databases or other sources of information to verify whether Hosts appear in them, and request reports from service providers.

Access to and use of certain areas and features of the Winalist Platform may be subject to separate policies, standards or rules, or may be conditional on your acceptance of additional terms before you can access the relevant areas or features of the Winalist Platform. In the event of a conflict between these Terms of Service and other terms applicable to a specific area or feature of the Winalist Platform, the latter shall prevail with regard to your access to and use of that area or feature, unless otherwise stated therein.

Certain parts of the Winalist Platform use the Mapbox mapping services, including the Mapbox APIs. Your use of Mapbox is subject to the Mapbox General Terms of Use.

Amendment of these Terms

Winalist may amend these Terms of Service. Any new version is notified to the Host by email and in their Host area, where it is submitted for their acceptance.

The new version applies to the Host as soon as they accept it. Failing acceptance, it applies upon expiry of a notice period of fifteen (15) days from the notification, unless the Host terminates the Contract before that date. A Host who continues to use the Winalist Platform after that period is deemed to have accepted it.

This notice period does not apply where the amendment is required by law or necessary to deal with an unforeseen and imminent danger, in particular in terms of fraud or security.

Account Creation

You must create an account (hereinafter, the “Winalist Account”) in order to access and use certain features of the Winalist Platform, such as publishing an Activity. If you create a Winalist Account for a company or other legal entity, you certify that you have the authority to legally bind that legal entity and to grant us all the authorisations and licences provided for in these Terms of Service. The Host accepts these Terms of Service and the Data Processing Agreement (GDPR) when creating their Host account, by an express action. Winalist keeps a record of this acceptance: version accepted, date, identity of the signatory and IP address.

You must enter accurate, up-to-date and complete information during the registration procedure and keep the information in your Winalist Account, as well as that appearing on the public page of your profile on your Winalist Account, up to date.

You are prohibited from creating multiple Winalist Accounts unless Winalist authorises you to do so. You are prohibited from assigning or transferring your Winalist Account in any way to another party.

You are responsible for preserving the confidentiality and security of your Winalist Account credentials, and you are prohibited from disclosing your credentials to any third party. If you believe or have reason to believe that your credentials have been lost, stolen, misappropriated or compromised in any way, or in the event of proven or suspected unauthorised use of your Winalist Account, you must immediately inform Winalist. You are responsible for all activities carried out with your Winalist Account, unless you did not authorise those activities and were not otherwise negligent (for example, by failing to report the unauthorised use or loss of your credentials).

Contractual Documents and Additional Services

These Terms of Service form, together with the Data Processing Agreement (GDPR), which constitutes an annex to them, and the Visitor Refund Policy, the contract between the Host and Winalist. These two documents are published on separate pages of the Site, where they can be consulted in their current version; the Host accepts them at the same time as these Terms of Service. These Terms of Service also govern the Booking Module and the Visibility Boost.

For Hosts who contract with Winalist, Inc., the California data processing agreement is added to these documents: it is published on the Site and accepted under the same conditions.

These Terms of Service also cite, for information, two documents that are not part of the contract between the Host and Winalist: the General Terms of Use, which bind Winalist and Visitors, and Winalist’s Privacy Policy. They can be consulted on the Site.

Certain services are governed by special terms, which the Host accepts when subscribing to or activating them:

• the Winalist PRO Special Terms, for subscription to the paid Winalist PRO offer;
• the Gift Cards Module Special Terms, for the sale of gift cards by the Host.

In the event of conflict, the special terms prevail over these Terms of Service for the service they govern, and the Data Processing Agreement prevails for everything concerning personal data.

Content

Winalist allows Hosts to create, upload, publish, send, receive or store content, such as text, photos, audio or video content, or other documents and information on or via the Winalist Platform (the “Hosts’ Content” or “Host Content”), and to access and view the Host Content and any content made available by Winalist on or via the Winalist Platform, including Winalist’s proprietary content and any content that is licensed or that a third party has authorised Winalist to use (hereinafter, the “Winalist Content”, and together with the Host Content, the “Content”).

The Winalist Platform, the Winalist Content and the Host Content may be protected in whole or in part by copyright, trademark law and/or other French or other countries’ laws. You acknowledge and agree that the Winalist Platform and the Content, including all associated intellectual property rights, are the exclusive property of Winalist and/or its licensors or third parties who have granted it authorisation. You undertake not to remove, alter or obscure any copyright, trademark, service mark or other proprietary notice incorporated in, or accompanying, the Winalist Platform, the Winalist Content or the Host Content. All trademarks, service marks, logos, trade names and other distinctive signs of Winalist used on or in connection with the Winalist Platform and the Winalist Content are trademarks or registered trademarks of Winalist in France and other countries. Third-party trademarks, service marks, logos, trade names and other proprietary designations used on or in connection with the Winalist Platform, the Winalist Content and the Host Content are used for identification purposes only and may be the property of their respective owners.

You are prohibited from using, reproducing, adapting, modifying, creating derivative works of, distributing, licensing, selling, transferring, publicly displaying, transmitting, broadcasting or otherwise exploiting the Winalist Platform or the Content, unless you are the lawful owner of the relevant Host Content, or these Terms of Service expressly authorise you to do so. No licence or right is granted to you, by implication or otherwise, under any intellectual property right owned or controlled by Winalist or its licensors, except for the licences and rights expressly granted in these Terms.

Subject to your compliance with these Terms of Service, Winalist grants you a limited, non-exclusive, non-assignable, revocable licence, which may not be sublicensed, to use the Site on your personal device(s), and to access and view the Content made available to you on or via the Winalist Platform, solely for the purposes of your activity as a Host on the Winalist Platform.

By uploading, publishing or otherwise making available any Host Content on or via the Winalist Platform, you grant Winalist a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the duration of protection), assignable and sublicensable licence over that Host Content to access, use, store, reproduce, modify, create derivative works of, distribute, publish, transmit, broadcast and otherwise exploit that Host Content in order to provide and/or promote the Winalist Platform on any medium. If the Host Content (including Verified Images) includes personal information, that Host Content will only be used for the said purposes if these are in compliance with the applicable personal data protection law, in accordance with our Privacy Policy. Except with your express consent, Winalist will not claim any ownership right over any Host Content, and no provision of these Terms of Service shall be deemed to limit your rights to use or exploit your Host Content.

Winalist may offer Hosts the possibility of using professional photographers to take photographs of their Activities offered by the Host, which are made available to Hosts so that they can include them in their Listings with or without a watermark or marking bearing the wording “Photo verified by Winalist.com” or other similar wording (the “Verified Images”). It is your responsibility to check that your Activity is faithfully represented in the Verified Images and you must stop using the Verified Images on or via the Winalist Platform if they no longer correctly represent your Listing, if you no longer offer the Activity shown or if your Winalist Account is closed or suspended for any reason. You acknowledge and agree that Winalist has the right to use any Verified Image for advertising, marketing or commercial purposes, including limited use by authorised third parties, on any medium. If Winalist is not the exclusive owner of Verified Images, by using these Verified Images on or via the Winalist Platform, you grant Winalist an exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the duration of protection), assignable and sublicensable licence to use these Verified Images for advertising, marketing or commercial purposes on any medium. Winalist grants you a limited, non-exclusive, non-assignable, revocable licence, which may not be sublicensed, to use Verified Images outside the Winalist Platform solely for your personal and non-commercial use.

You are solely responsible for all the Host Content that you make available on or via the Winalist Platform. Consequently, you represent and warrant that: you are either the sole and exclusive owner of all the Host Content that you make available on or via the Winalist Platform, or you have all the rights, licences, consents and authorisations necessary to grant Winalist the rights over that Host Content, as provided for in these Terms of Service; and neither the Host Content, nor your posting, uploading, publication, submission or transfer of the Host Content, nor Winalist’s use of the Host Content (or any part thereof) as provided for in these Terms of Service will infringe, misappropriate or violate any patent, copyright, trademark, trade secret, moral rights or other exclusive or intellectual property rights, or rights of publicity or privacy of third parties, nor result in the violation of any applicable law or regulation.

You undertake not to post, upload, publish, submit or transmit any Host Content that: is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; is defamatory, libellous, obscene, pornographic, vulgar or offensive; promotes discrimination, bigotry, racism, intolerance, hatred, harassment or harm against an individual or a group; is violent or threatening or promotes violence or threatening acts against any other person or any animal; encourages illegal or dangerous activities or substances use; or infringes the Winalist Content or any other Winalist policy. Winalist may remove or disable access to any Host Content that is contrary to applicable law, these Terms of Service or Winalist’s policies or standards in force, or that is potentially harmful or unacceptable to Winalist, its Users, its Hosts, third parties or property. When Winalist removes or disables Host Content, Winalist informs the Host and gives them the reasons for this decision unless such notification prevents or hinders the detection of fraud or other illegal activity, harms the legitimate interest of other Hosts or third parties, or infringes applicable law. You may appeal this decision by contacting Customer Service.

Winalist respects copyright laws and expects its Hosts to do the same. If you believe that any content on the Winalist Platform infringes your copyright, please let us know.

Booking Module

Winalist makes available to the Host a booking module, in the form of a WordPress plugin or a code to be integrated (the “Booking Module”). It allows visitors to the Host’s website to book an Activity of the Host without going through the Winalist Platform.

Installation. The Host installs the Booking Module on their website, under their own responsibility. Winalist is not responsible for the impact of the Booking Module on the Host’s website, in particular: impairment of the performance or ergonomics of the website, compatibility problems, impairment of the proper functioning of the server hosting the website, or any other technical problem. It is for the Host not to integrate the Booking Module if it is not compatible with their website. If Winalist intervenes at the Host’s request to install it, Winalist is not responsible for malfunctions of the Host’s website.

Fees. Bookings made from the Booking Module give rise to Service Fees, the rate and minimum amount of which are displayed in the Host area when the module is activated. This rate depends on the Host’s offer and may differ from that of Bookings made on the Platform. The other rules of the article “Service Fees” apply.

Ownership and image. The code of the Booking Module remains the exclusive property of Winalist. The Host does not remove the Winalist logo displayed in the module. Winalist may suspend the Booking Module or request its removal by email; the Host then removes it from their website within 7 days.

Personal data. The data of customers who book from the Booking Module is processed under the conditions of the article “Personal Data”.

Personal Data

Bookings made on Winalist’s sites. Winalist is the controller of Visitors’ data, in accordance with its Privacy Policy. Winalist communicates to the Host the data necessary for carrying out the Activity, including the Visitor’s telephone number. The Host uses it for that sole purpose.

The Visitor’s telephone number is no longer displayed in the Host area after the date of the Activity.

Emails from the Host to the Visitor. The Visitor’s email address is communicated to the Host only if the Visitor, when booking, ticked the box by which they agree to receive the Host’s emails. The Host is then responsible for the messages they send to them and complies with any unsubscribe request.

Services in which Winalist acts on behalf of the Host. For Bookings made from the Booking Module, bookings entered by the Host in their calendar and, if they have subscribed to them, the Winalist PRO and Gift Cards services, the Host is the controller and Winalist acts as processor, under the conditions of the Data Processing Agreement (GDPR).

Winalist does not use the data of the Host’s customers for its own purposes, in particular for its commercial prospecting or its newsletter, except with separate consent given directly to Winalist by the data subject.

The Host informs the visitors to their website of the integration of the Booking Module and manages on their website consent to trackers that require it.

Publication of a Listing

When a Host creates a Listing on the Winalist Platform, they must provide complete and accurate information about the Activity offered (such as its description, location and availability dates), specify the impairments, restrictions and conditions that apply (such as the minimum age, or the skills or physical condition required for an Activity) and provide other useful information requested by Winalist. It is for the Host to keep the information in their Listings (including availability dates) up to date.

Any Listing created by a Host is subject to validation by Winalist before it is put online on the Platform. Winalist reserves the right to refuse or to request modifications to any Listing before it is visible to Users.

Winalist may suspend or take offline a Listing that does not comply with these Terms of Service or the Platform’s quality criteria, or where the protection of Visitors so requires. Winalist informs the Host and gives them the reasons, under the conditions of the article “Content”. This suspension gives no right to compensation.

The Host is solely responsible for setting the price (applicable Taxes included, as well as any other expense or fee) for their Listing (hereinafter, the “Displayed Price”). Once a User has booked, the Host may not ask them for a higher price than that stated in the booking request, except where the Visitor purchases an additional service once on site.

The Displayed Price indicated by the Host on the Platform must be expressed inclusive of all taxes (TTC), including all applicable indirect taxes (VAT, local taxes, tourist taxes or similar). The Host remains solely responsible for the correct application of VAT rates and other taxes, for their collection and for their payment to the competent Tax Authority. Winalist does not intervene in the determination or management of the applicable tax rates.

Hosts may choose between two pricing models for their Activities:

• “Per person” pricing model: The price of the Activity is set per individual person. Each participant pays a specific rate per adult and, where applicable, per child.
• “Per group” pricing model: The price of the Activity is set for a group of people, with price variations according to the bracket of number of people (for example, €40 for 2 to 5 people, €60 for 6 to 10 people).

The Service Fees are borne in full by the Host. Accordingly, the price of the Activity offered in the Listing may not be different from the price usually charged by the Host directly or on their website for that same Activity.

Any Listing published by a Host mentions the applicable cancellation policy, which sets out the refund conditions for a booking cancelled at a Visitor’s initiative. It is chosen by the Host when creating the Listing. By publishing the Listing, the Host undertakes to comply with the cancellation policy attached to said published Listing.

None of the conditions set out in a Host’s Listing, in particular those relating to cancellations, may be contrary to these Terms or to the cancellation conditions that you selected for your Listing.

The photos, animations or videos (collectively, the “Images”) used in a Host’s Listing must faithfully reflect the quality and condition of the Activity offered by the Host. Winalist reserves the right to impose a minimum number of Images, in a specific format, size and resolution, for each Listing.

The inclusion and ranking of Listings in search results on the Winalist Platform may vary and depend on various factors, such as the User’s search parameters and preferences, the Host’s requirements, prices and availability dates, the number and quality of Images, customer service and cancellation history, Reviews and Ratings, the type of Activities offered by the Host and/or ease of booking.

Withdrawal of the “On-Site Payment” option

Winalist reserves the right, at any time and at its sole discretion, to withdraw, suspend or deactivate the “On-Site Payment” option for all or part of the Activities offered by a Host, in particular for operational, technical, financial, service quality, abuse prevention reasons, a high no-show rate, or non-compliance with these Terms of Service.

This withdrawal or suspension may take place without notice and without the Host being entitled to claim any indemnification, compensation or recourse against Winalist.

The withdrawal of the “On-Site Payment” option does not affect the validity of bookings already confirmed prior to this decision, which remain subject to the conditions applicable at the time of their booking.

Parity of Payment Terms on Third-Party Channels

The Host undertakes to offer on the Winalist Platform payment terms that are at least as favourable to Visitors as those they offer on other third-party online distribution platforms (hereinafter, the “Third-Party Channels”), excluding their own website.

In particular, if the Host accepts bookings without prepayment or with payment on site on one or more Third-Party Channels for an Activity also listed on the Winalist Platform, Winalist reserves the right to offer the “On-Site Payment” option for that Host’s relevant Listings on the Platform, after prior notification to the Host.

The Host has a period of fifteen (15) days from Winalist’s notification to submit their observations. Failing a response or agreement within that period, Winalist may activate the “On-Site Payment” option for the relevant Listings. The Host retains at all times the possibility of deactivating this option from their partner area, provided that the payment terms offered on the Third-Party Channels are aligned accordingly.

The purpose of this clause is to ensure fairness of treatment between the different online distribution channels and it does not apply to the payment terms applied by the Host directly, on their own website or on site to visitors who have not made a booking via an online channel.

Booking by a User

When a Host accepts a Visitor’s booking request, they enter into a legally binding agreement with that Visitor and are then required to provide the Activity offered by the Host to the Visitor in the manner described in the Listing on the date of the booking request. They also agree to pay the applicable Service Fees and any applicable Taxes.

When a booking is validated, the User receives a booking confirmation email. Upon arrival at the Host’s premises, the Host must verify the validity of the booking by asking the User to present this confirmation email and by scanning, using a smartphone, the QR code in this email. This QR code makes it possible to ensure that the booking has not been cancelled after being confirmed.

The Host is responsible for the proper and full performance of the services described in the Listing that is the subject of the Booking. In the event of default on their part, the Host must fully cover the refund to the customer, without this cancelling the Service Fees due to Winalist.

Host Insurance

By accepting these Terms of Service, the Host undertakes to be covered by a professional liability insurance contract.

By accepting these Terms of Service, the Host undertakes to take out an insurance contract appropriate for each of the Activities they will offer on the Platform. Please read your insurance contract carefully, and in particular make sure you understand any exclusions from cover and the applicable deductibles, and check, among other things, whether your insurance contract covers the actions or omissions of Visitors (and of the persons for whom the Visitor has booked, where applicable) during their participation in your Activity.

Service Fees

In consideration for the use of the Platform and the matchmaking Services, Winalist collects Service Fees on each Booking.

Basis of calculation. The Service Fees are calculated exclusive of tax, as follows:

• “Per Person” Pricing Model: the agreed rate is applied to the Displayed Price including tax (TTC) per adult, multiplied by the number of adults booked. Children are not taken into account.
• “Per Group” Pricing Model: the agreed rate is applied to the Displayed Price including tax (TTC) of the group.
• Options: the agreed rate is applied to the price including tax (TTC) of the Options booked.
• Minimum amount: where a minimum amount per person is agreed, the Service Fees on the Activity may not be less than that amount multiplied by the number of adults (“Per Person” model) or by the number of participants (“Per Group” model).
• Free Activity: the Service Fees are a fixed amount per adult, agreed with the Host.

VAT. VAT is added to the Service Fees where applicable, at the rate in force. The Commission Invoice indicates the amount exclusive of tax, the VAT and the amount inclusive of all taxes.

The applicable rate of the Service Fees and, where applicable, the minimum amount per person are specified during the Host Account opening process and expressly accepted by the Host at that time.

The Service Fees are automatically deducted from the amount of the Bookings collected by Winalist on behalf of the Host, the net balance due to the Host constituting the Partner Net.

No derogation from these Terms of Service concerning the calculation of Service Fees shall be valid without a document formally drafted by the President of Winalist or the Managing Director of Winalist, except for the Boost chosen by the Host in their Host area.

Winalist reserves the right to modify the Service Fees at any time and will inform Hosts at least fifteen (15) days before the new rates take effect. These modifications to the Service Fees will have no effect on bookings made before the date on which the modification of the fees takes effect.

Commission Invoice. On the eighth (8) of each month, except in exceptional cases, Winalist issues and sends the Host a Commission Invoice for the Activities carried out in the previous month. The date used is that of participation in the Activity, and not that of payment of the Booking. The Commission Invoice indicates: the Bookings and Options concerned; the Service Fees exclusive of tax, the VAT and the amount inclusive of all taxes; the Partner Net.

If the Partner Net shown on a Commission Invoice is positive, Winalist pays it to the Host under the conditions of the article “Payment Terms”.

If the Partner Net shown on a Commission Invoice is negative, the Host pays the amount due to Winalist by bank transfer, within thirty (30) days from the date of issue of the Commission Invoice.

Late payment. Any sum owed by the Host to Winalist under these Terms of Service is payable within thirty (30) days from the invoice date. In the event of delay, penalties are due automatically, without formal notice, at a rate of three times the legal interest rate in force, together with a fixed indemnity for recovery costs of forty (40) euros.

Unless otherwise stated on the Winalist Platform, the Service Fees are non-refundable.

It is reminded that the Commission Invoice issued by Winalist is not the sales invoice for the Activity to the Visitor and may not be given to the Visitor as proof of sale. The Host alone is responsible for issuing sales invoices to Visitors, in accordance with applicable laws and regulations.

The Service Fees are due regardless of the payment method chosen by the Visitor, including where payment is made on site to the Host.

Service Fees and On-Site Payment Bookings

For bookings made with the “On-Site Payment” option, the Service Fees are calculated on the same basis of calculation as for bookings with online payment. The rate and minimum amount applicable to on-site payment are those displayed in the Host area.

As the Host collects the Visitor’s payment directly, the Service Fees cannot be deducted automatically. Consequently, the Service Fees relating to bookings with on-site payment are invoiced to the Host via the monthly Commission Invoice, under the same conditions as the other Service Fees.

The Host pays the amount of the Service Fees shown on the Commission Invoice by bank transfer, within the period and subject to the penalties provided for in the paragraph “Late payment” of this article.

Winalist reserves the right, in the event of repeated non-payment of the Service Fees relating to bookings with on-site payment, to deactivate the “On-Site Payment” option for the Host concerned and/or to suspend access to the Platform in accordance with the article “Term and Termination of the Contract”.

No-Show and Winalist Service Fees

In the context of bookings made with the “On-Site Payment” option, the Service Fees due to Winalist remain, as a matter of principle, applicable.

However, in order not to be charged Service Fees on a booking that was the subject of a no-show by the Visitor, the Host must imperatively declare this no-show from their partner area on the Platform, “Bookings” section, no later than the 8th (eighth) of the month following the scheduled date of the Activity.

Failing declaration of the no-show within this period and according to this procedure, the booking will be deemed honoured and the corresponding Service Fees will remain due to Winalist, with no possibility of subsequent challenge, refund or adjustment.

The Host acknowledges and accepts that Winalist relies exclusively on the declarations made in the back-office for the administrative and financial management of no-shows.

The provisions relating to Winalist’s liability in the event of a no-show in the context of on-site payment are set out in the article “Payment Terms – No-Show and On-Site Payment Bookings”.

Visibility Boost

The Boost is an option that increases the visibility of the Host’s Listings in the search results of the Winalist Platform for a period chosen by the Host.

By launching a Boost from their Host area, the Host accepts that the rate of Service Fees they have chosen and the minimum amount per person displayed apply to all bookings made during the Boost period. This rate replaces the usual rate, according to the basis of calculation of the article “Service Fees”. It does not apply to bookings made before or after this period.

The Host may modify or cancel a Boost up to the day before it starts. Once the period has started, the rate chosen applies until its end.

Only published and bookable Listings are eligible. Winalist may suspend access to the Boost for a Listing that does not comply with these Terms of Service.

Winalist guarantees neither a number of impressions, nor a position in the results, nor a number of bookings.

The Host’s choice of rate in their Host area constitutes written agreement within the meaning of the article “Service Fees”.

Invoicing and Host Obligations

For each Booking, the Host undertakes to issue a sales invoice in the name of the Visitor corresponding to the Activity performed, at the Displayed Price including tax (TTC) indicated on the Platform, and to ensure its legal and tax compliance (mandatory mentions, applicable taxes, retention, transmission, where applicable e-invoicing/e-reporting).

The Host is solely responsible for compliance with their electronic invoicing and/or e-reporting obligations as imposed by the applicable regulations. In particular, it is for the Host to ensure that each sales invoice issued to the Visitor is transmitted, where applicable, via the portal or dematerialisation platform designated by the Tax Authority. Winalist assumes no obligation to transmit or to bring the Host’s sales invoices into compliance.

The Host must under no circumstances issue a sales invoice addressed to Winalist in respect of a Booking made by a Visitor. Winalist is not the customer of the Activity.

Winalist issues to the Host a Commission Invoice reflecting the Service Fees due and the Partner Net. This Commission Invoice constitutes a business referral expense for the Host and does not replace the sales invoice that the Host must issue to the Visitor.

In the event of issue or transmission (including via a dematerialisation platform or a public portal) of an invoice wrongly addressed to Winalist, the Host: (i) remains solely responsible for this issue; (ii) undertakes to issue a cancellation credit note without delay and to reissue the invoice to the Visitor; (iii) acknowledges that Winalist will reject and will not record said invoice. In the event of repetition, Winalist may (after notification) apply reasonable administrative fees related to the handling of errors and/or temporarily suspend the Host’s Listings until compliance is restored.

Winalist makes available to the Host, via their Winalist Account, the necessary information strictly relevant to issuing the invoice to the Visitor (e.g. billing identity/contact details provided during the Booking), in compliance with applicable personal data regulations. The Host remains exclusively responsible for checking and for the accuracy of the information entered on the invoices issued to the Visitor.

If an Invoicing Mandate is subsequently signed between the Host and Winalist, the specific conditions for issuing sales invoices in the name of the Host will be set out in an annex; failing such a mandate, the provisions of this article apply in full.

Even if an Invoicing Mandate is signed, Winalist acts exclusively in the name and on behalf of the Host, who remains solely responsible towards the Tax Authority for the proper issue, compliance and retention of the sales invoices. Winalist assumes in no case the legal or tax liability for invoices issued under this mandate.

Collection on Behalf of the Host

The Host appoints Winalist as their payment collection agent, for the sole purpose of accepting in their name the funds paid by Visitors in respect of bookings.

The Host agrees that a payment made by a Visitor through Winalist is deemed equivalent to a payment made directly to the Host, and that they will provide the booked Activity as if they had received the payment directly. The Host agrees that Winalist may refund the Visitor in accordance with the General Terms of Use and the Visitor Refund Policy. Winalist’s obligation to pay the Host is subject to the actual receipt of the corresponding funds from the Visitor.

By accepting this appointment, Winalist assumes no liability for the acts or omissions of the Host. Winalist has no duties or obligations as agent other than those expressly provided for herein.

Where the payment service provider processes the payment on behalf of the Host, in particular for Hosts established outside France, this article applies in the same way: Winalist organises the collection and the Payout on behalf of the Host.

Payment Terms

Winalist provides Hosts with payment collection and payout services, through its payment service provider, Stripe (the “Payment Services”). Bank card information does not pass through Winalist’s servers. Access to the Payment Services is subject to Stripe’s terms applicable to Hosts’ connected accounts; in the event of conflict, those terms prevail for the service concerned.

Flow of funds. The sums paid online by the Visitor are collected by means of Stripe, on behalf of the Host, and credited to a dedicated payment account, opened in the Host’s name with Stripe. The Service Fees are deducted from them. The sums remain there until the Payout.

Verifications. The Host provides Stripe with the information and supporting documents required by applicable regulations (in particular regarding anti-money laundering and know-your-customer), as well as accurate and up-to-date information on their Payout Method. Failing this, Payouts may be suspended or restricted by Stripe until regularisation, without Winalist’s liability being engaged; the funds collected then remain held in the Host’s payment account until the restriction is lifted.

Collection. The Total Fees are collected from the Visitor at the time the Visitor’s booking request is accepted by the Host or, in the case of deferred payment, on the debit date announced to the Visitor.

Payout. Winalist initiates the Payout of the Partner Net each month, within the ten (10) days following the issue of the Commission Invoice, for the Activities carried out in the previous month.

The time needed to receive Payouts once delivered by Winalist may depend on the Payout Method selected and on the processing time of the provider of said Payout Method. Winalist may delay or cancel any Payout in order to prevent any illegal activity or fraud, for the purposes of risk assessment, security or investigation.

The Payout for a Booking corresponds to the Total Fees of that Booking, after deduction of the Service Fees including all taxes. Winalist does not withhold or pay over the VAT or other Taxes owed by the Host on their sales.

In the event of cancellation by the Visitor of a confirmed booking, under the refund conditions provided for by the Listing’s cancellation policy, Winalist refunds the Total Fees to the Visitor and no Payout is due to the Host.

In the event of cancellation by the Visitor of a confirmed booking, outside the refund conditions provided for by the Listing’s cancellation policy, Winalist makes the Payout of the Total Fees, after deduction of the Service Fees including all taxes.

For bookings with deferred payment cancelled before the debit date, no amount has been collected: no refund or Payout takes place.

Payouts are made in the currency of the Host’s payment account, as configured with Stripe.

If Winalist cannot make a Payout, a refund or pay other sums due to the Host within the period defined by its State, country or any other public authority under the law applicable to unclaimed property, Winalist may release the sums due in accordance with its legal obligations, as required by law.

Set-off. The Host authorises Winalist to recover any amount that they owe to Winalist under these Terms of Service (for example following bookings, modifications, cancellations, no-shows or offsetting debits, or sums advanced by Winalist on their behalf) by withholding these amounts from their future Payouts.

Processing errors. Winalist takes the necessary measures to correct any processing error brought to its attention, in particular by credit or debit to the Payout Method, so that the Host receives the exact amount.

Recovery. If the deductions from Payouts are not sufficient to cover the amounts owed by the Host, Winalist invoices them to the Host. These amounts are payable within the period and subject to the penalties provided for in the paragraph “Late payment” of the article “Service Fees”. Failing payment, Winalist may initiate recovery measures. Communications relating to the sums owed are made by email or by telephone, where applicable by a third-party collection agent acting on behalf of Winalist.

Suspension. Winalist may limit or suspend the Host’s use of the Payment Services in order to comply with the law or with the decision of an authority, if the Host has provided inaccurate information regarding their Payout Method, or to prevent fraud or illegal activity.

On-Site Payment

When the Host activates the “On-Site Payment” option for an Activity, the Visitor may, during the booking process, choose between:

• an online payment on the Platform, or
• a payment directly to the Host on the day of the Activity.

The Host acknowledges and accepts that:

• in the case of on-site payment, no amount is collected by Winalist at the time of booking;
• Winalist acts exclusively as a matchmaking intermediary and does not intervene in the collection of the sums due by the Visitor;
• on-site payment is made under the sole responsibility of the Host, using the means of payment they accept and in compliance with applicable regulations;
• the Host remains solely responsible for the collection and payment of VAT and any other applicable tax on the sums collected directly from the Visitor in the context of on-site payment, Winalist not intervening in any capacity in this collection.

No-Show and On-Site Payment Bookings

In the event of a booking made with the “On-Site Payment” option, the Host acknowledges and accepts that Winalist in no way guarantees the Visitor’s actual attendance at the Activity.

In the event of the Visitor’s failure to show up (no-show), for any reason whatsoever:

• as no amount has been collected by Winalist, no payment can be made to the Host;
• Winalist cannot be held liable for the financial, commercial or operational loss suffered by the Host, provided that Winalist has committed no fault in the performance of its own obligations;
• any no-show management policy (fees, penalties, special conditions, prepayment requests, reminders or restrictions) falls exclusively within the Host’s responsibility and is exercised outside the Platform.

The Host acknowledges that Winalist, in its capacity as technical intermediary and business referrer, cannot be held liable for the direct or indirect consequences of a no-show in the context of a booking with on-site payment, subject to the absence of fault by Winalist in the performance of its own contractual obligations.

The terms for declaring no-shows and their consequences on the invoicing of Service Fees are set out in the article “Service Fees – No-Show and Winalist Service Fees”.

Options, Supplements and Extras

Where options, supplements or extras are associated with an Activity offered with the “On-Site Payment” option, they follow the same payment and liability regime as the main Activity.

In particular, in the case of on-site payment:

• Winalist collects no amount relating to options or extras;
• Winalist guarantees neither the Visitor’s attendance nor the payment of options or extras;
• the Host alone bears the financial consequences of a no-show or a refusal to pay.

Booking Changes, Cancellations and Refunds

Visitors may cancel a confirmed booking at any time. Subject to the Listing’s cancellation policy as defined by the Host, Winalist will refund the booking amount to the Visitor in accordance with those refund conditions.

When a Visitor cancels a booking without complying with the refund conditions stipulated in the cancellation policy of the cancelled Listing, Winalist will collect the Service Fees related to that booking.

If a Host cancels a confirmed booking, the Visitor will be fully refunded the total amount paid for that booking. In addition, Winalist may publish an automatic review on the Listing cancelled by the Host, indicating that a booking has been cancelled.

If bad weather creates dangerous or uncomfortable conditions for Visitors, the Host may modify or cancel an Activity. Winalist, in consultation with the Host and the Visitors, then endeavours to offer Visitors another date, an appropriate refund or a new booking.

In certain cases, Winalist may cancel an ongoing or confirmed booking on behalf of a Host or Visitor and make the appropriate refunds and payments. When Winalist cancels a booking, Winalist informs the Visitors concerned and gives the reasons for this measure, unless such notification prevents or hinders the detection or prevention of fraud or other illegal activities, harms the legitimate interests of other Visitors or third parties, or infringes applicable law. You may appeal this cancellation by contacting Customer Service.

Winalist reserves any right to cancel a booking made on the Site.

Cancellations and Refunds Attributable to the Host

The Host is solely responsible for providing the booked Activity. Winalist is not the seller of the Activity and does not bear the cost of a refund owed to a Visitor because of the Host.

A refund is attributable to the Host in the following cases:

• the Host cancels a confirmed booking, whatever the reason;
• the Activity does not take place because of the Host: establishment closed, absence of the Host or their staff, overbooking, refusal to welcome the Visitor without legitimate reason;
• the Activity provided differs substantially from the Listing: duration, content, products tasted, language, location or services included;
• the Visitor was unable to take part because of inaccurate or missing information in the Listing or in the Host’s messages: address, time, access conditions;
• the Host fails to comply with their safety or hygiene obligations, or with the regulations applicable to their Activity.

In these cases:

• the Visitor is refunded, in whole or in part depending on the seriousness of the breach, even if the Listing’s cancellation policy does not provide for a refund;
• no Payout is due to the Host for the refunded portion; if the Payout has already taken place, the Host returns the amount to Winalist;
• the payment fees that the payment service provider does not return upon refund are borne by the Host;
• for a booking with on-site payment, the Host themself refunds the Visitor the sums they have collected;
• the Service Fees of the Booking remain due to Winalist, as provided for in the article “Booking by a User”, except for a legitimate reason within the meaning of the paragraph “Late Cancellation by the Host”.

Winalist is not required to refund a Visitor from its own funds for a breach by the Host. If Winalist advances a refund on behalf of the Host, the Host owes it the amount.

Late Cancellation by the Host

When the Host cancels a confirmed booking less than forty-eight (48) hours before the start of the Activity, or does not provide the Activity on the scheduled date, without legitimate reason, the Visitor suffers a loss that a refund alone does not make good. Winalist may then grant them compensation: covering the additional cost of a comparable replacement Activity, or a goodwill gesture. The Host reimburses this compensation to Winalist, up to the amount of the cancelled Booking. The Service Fees of the Booking remain due, once only.

The following constitute a legitimate reason: a case of force majeure, bad weather making the Activity dangerous, a compelling safety or health reason, a decision of a public authority, or behaviour of the Visitor justifying a refusal to welcome them. The Host informs Winalist without delay and sends it supporting evidence within seven (7) days of its request. Failing this, the cancellation is deemed to be without legitimate reason.

In the event of a legitimate reason, the Visitor is refunded and no Payout is due to the Host; neither Service Fees nor compensation are due. No compensation is due either where the Visitor accepts another date proposed by the Host.

Visitor Complaints

When a Visitor sends Winalist a complaint about an Activity, Winalist informs the Host. The Host has seventy-two (72) hours to submit their observations and supporting evidence. After this period, or if these items do not contradict the complaint, Winalist decides on the refund, in whole or in part, on the basis of the information available to it. The Host bears the amount under the conditions of this article.

A goodwill gesture that Winalist grants on its own initiative, without a breach by the Host, remains at Winalist’s expense.

Payment Disputes

When a Visitor disputes a payment with their bank for a reason related to the Activity or the Host, the Host sends Winalist, within the stated period, the information useful for responding to it. If the dispute succeeds, the amount debited and the dispute fees charged by the payment service provider are borne by the Host.

Payment of Amounts Owed by the Host

The sums owed by the Host under this article are withheld from their Payouts, as provided for in the paragraph “Set-off” of the article “Payment Terms”. If the Payouts are not sufficient, Winalist invoices them to the Host, who pays them within the period and subject to the penalties provided for in the paragraph “Late payment” of the article “Service Fees”.

Repeated cancellations or breaches may in addition lead to the measures provided for in the article “Term and Termination of the Contract”. These provisions do not limit the Host’s obligation of indemnification provided for in the article “Indemnification”.

Ratings and Reviews

Within a certain period after a booking is finalised, Visitors may leave a public review (the “Review”) and a rating in the form of stars (the “Rating”) about their Hosts. Ratings and Reviews reflect the opinion of individual Visitors and not that of Winalist. Ratings and Reviews are not verified by Winalist and may be unfounded or untruthful.

Ratings and Reviews left by Visitors and Hosts must be truthful and must not contain insulting or defamatory terms.

Visitors and Hosts are prohibited from manipulating the Ratings and Reviews system in any way, for example by asking a third party to write a positive or negative Review about another Host.

Ratings and Reviews form part of a Host’s public profile and may also be displayed elsewhere on the Winalist Platform (notably on the Listings page) with other relevant information, such as the number of bookings, the number of cancellations, the average response time and other information.

Disputes between Hosts and/or Visitors

The Host is solely responsible for the accuracy of the information they publish and of the Activities they provide. In the event of a dispute between a Host and a Visitor, or between Hosts, Winalist may offer its help in finding a solution, without being obliged to do so and without its liability being capable of being engaged.

Rounding

In general, Winalist handles the payment of amounts that are payable by/to Visitors or Hosts in the smallest unit supported by a given currency (e.g., US cents, euro cents or other supported currencies). If a third-party payment provider of Winalist does not support payments in the smallest unit supported by a given currency, Winalist may, at its sole discretion, round the amounts displayed as payable by/to Visitors or Hosts to the nearest functional whole number (higher or lower) of the denominated currency (i.e. to the nearest dollar, euro or any other supported currency). For example, Winalist may round an amount of €11.50 up to the whole number €12 and round an amount of €11.49 down to the whole number €11.

Taxes

As a Host, it is for you to determine your obligations to declare, collect, pay over, or include in your Displayed Price, any applicable VAT or other indirect sales taxes, tourist taxes or others (hereinafter, the “Taxes”).

Tax regulations may require Winalist to collect and transmit to the Tax Authority information about Hosts: identity, tax identification number, amounts paid. The Host provides this information on request. Failing this, Winalist may suspend Payouts until regularisation, to the extent that the law so requires.

The “Tax Authority” means any public authority competent to require the declaration, collection or payment of Taxes in respect of an Activity.

In the case of on-site payment, the Host is solely responsible for collecting and paying over all applicable Taxes (VAT, local taxes or other) on the sums collected directly from the Visitor. As Winalist does not intervene in the collection of these sums, it cannot be held liable for any failure by the Host to comply with their tax obligations in this context.

Prohibited Activities

It is for the Host to comply with all laws, rules, regulations and tax obligations applicable to the use of the Winalist Platform. In connection with the use of the Winalist Platform, the Host shall not assist or enable other persons to:

• breach or circumvent any applicable laws or regulations, agreements with third parties, third-party rights, or our Terms;
• use the Winalist Platform or the Content for commercial purposes or other purposes that are not expressly authorised by these Terms, or in a manner that falsely implies an endorsement by Winalist, the existence of a partnership with Winalist, or otherwise misleads as to your ties with Winalist;
• reproduce, store, access or use in any way any information, including personally identifiable information concerning any other Host or Visitor, available on the Winalist Platform, in contradiction with Winalist’s Privacy Policy or these Terms, or in breach of the privacy rights of Visitors, Hosts or third parties;
• use the Winalist Platform to send unsolicited commercial messages (“spam”);
• offer, as a Host, an Activity that you do not own or that you are not authorised to offer on the Winalist Platform;
• contact another Host for any purpose other than to ask a question about your own booking, your Listing, or the Host’s use of the Winalist Platform, including, without limitation, to recruit or solicit a Host to participate in third-party services, applications or websites without our prior written authorisation;
• discriminate against or harass any person on the basis of their ethnic or national origin, religion, sex, gender identity, physical or mental disability, state of health, marital status, age or sexual orientation, or adopt any violent, dangerous, abusive or disruptive behaviour;
• dilute, tarnish or otherwise harm the Winalist brand in any way, including unauthorised use of the Content, registration and/or use of the word Winalist or derived terms in domain names, trade names, trademarks or other source identifiers, or registration and/or use of domain names, trade names, trademarks or other source identifiers that closely imitate or are similar in a way likely to cause confusion with the domain names, trademarks, slogans, advertising campaigns or Content of Winalist;
• use robots, spiders, crawlers, scrapers or other automatic means or processes to access the Winalist Platform, retrieve data or other content from the Winalist Platform or interact with the Winalist Platform for any other purpose;
• avoid, bypass, remove, deactivate, damage, decode, or otherwise attempt to circumvent any technological measure put in place by Winalist or any supplier of Winalist or any other third party in order to protect the Winalist Platform;
• attempt to decipher, decompile, disassemble or reverse engineer any software used to provide the Winalist Platform;
• take any action that disrupts or harms, or could disrupt or harm, the performance or proper functioning of the Winalist Platform;
• register or use a Payout Method that does not belong to them or that they are not authorised to use;
• infringe the rights of third parties or harm anyone.

You acknowledge that Winalist has no general obligation to monitor the Host Content or to actively seek facts and circumstances indicating illegal activity, but that Winalist has the right to review, disable access to, or modify the Host Content, in order to operate, protect and improve the security of the Winalist Platform (including, without limitation, for the purposes of fraud prevention, risk assessment, investigations and user support); verify Hosts’ compliance with these Terms; comply with applicable law, a court order, or requests from the police, the judiciary or other public agencies or State bodies; respond to Host Content that it deems harmful or unacceptable; or for the other purposes provided for in these Terms. Hosts undertake to cooperate with Winalist and to assist it in good faith, to provide Winalist with the required information and to take the reasonable measures requested by Winalist, in connection with any investigation conducted by Winalist or an agent of Winalist into the use or misuse of the Winalist Platform.

Term and Termination of the Contract

This Contract will remain valid until the Host or Winalist terminates the Contract as described below.

The Host may terminate this Contract at any time by sending an email to Winalist. When a Host deletes their Winalist Account as a Host, all confirmed bookings will be automatically cancelled and Visitors will receive a full refund. Sums owed to Winalist at the date of termination remain due.

Without limiting its rights specified below, Winalist may terminate this Contract for convenience at any time by giving you thirty (30) days’ notice by email sent to your registered email address.

Winalist may immediately and without notice terminate this Contract and/or cease to provide a Host’s access to the Winalist Platform if the Host has committed a material breach of their obligations under these Terms of Service, has violated applicable laws and regulations or third-party rights, or if such action is necessary to protect the security or property of Winalist, its Hosts, its Users or third parties (for example, in the event of fraudulent behaviour by a Host).

In addition, Winalist may take any of the following measures to comply with applicable law, a court order, or requests from the police, the judiciary or other public agencies or State bodies, or if a Host has violated these Terms of Service, applicable laws and regulations or third-party rights, if the Host has provided inaccurate, fraudulent, outdated or incomplete information when creating their Winalist Account, creating the Listing or subsequently, if their Listings or their Activities do not meet quality or eligibility criteria at any time, if the Host has repeatedly received poor Ratings or negative Reviews, or Winalist is otherwise informed of or receives complaints about their services or behaviour, if the Host has repeatedly cancelled confirmed bookings or has failed to respond to booking requests without legitimate reason, or if Winalist considers that this measure is necessary to protect the security or property of Winalist, its Hosts, its Visitors or third parties, or to prevent fraud or other illegal activities:

• refuse to display, remove or delay the publication of Listings, Ratings, Reviews or other Host Content;
• cancel ongoing or confirmed bookings;
• limit their use of the Host’s access to the Winalist Platform;
• temporarily or permanently revoke a special status associated with a Host’s Winalist Account;
• temporarily suspend or, in the event of serious and repeated infringements, permanently suspend the Host’s Winalist Account and cease to provide them with access to the Winalist Platform.

In the event of minor infringements and where necessary, the Host is notified of any measure envisaged by Winalist and will have the opportunity to resolve the problem in a manner reasonably satisfactory to Winalist.

If Winalist takes any of the measures described above, Winalist may fully refund Visitors for all confirmed bookings, regardless of any pre-existing cancellation policies, and the Host will have no right to any compensation for the ongoing or confirmed bookings that have been cancelled.

In the event of termination of this Contract, the Host is not entitled to restoration of their Winalist Account or any of their Host Content. If a Host’s access to or use of the Winalist Platform has been limited, if their Winalist Account has been suspended, or if Winalist has terminated this Contract, the Host will not be able to create a new Winalist Account or access or use the Winalist Platform via another Host’s Winalist Account.

In the event of repeated failure to comply with the obligations to invoice the Visitor (in particular recurring issuance of invoices addressed to Winalist), Winalist may, after notifying the Host, temporarily limit the Host’s access to the Platform, suspend the publication of the Listings concerned and/or terminate the Contract in accordance with this article. These measures are without prejudice to Winalist’s right to claim from the Host compensation for any loss suffered as a result of these breaches.

Liability

Winalist is liable for direct and foreseeable damage caused to the Host by a proven breach of its obligations under these Terms of Service. Winalist is not liable for indirect damage, in particular loss of turnover, customers or data.

Cap. Except in the case of gross or wilful misconduct, and except for personal injury, the total liability of Winalist towards the Host under these Terms of Service, for all causes combined, is limited to the amount of the Service Fees exclusive of tax received by Winalist from the Host during the twelve (12) months preceding the event giving rise to liability.

Hosts are solely responsible for the Activities that they submit, offer and provide. Winalist is only an intermediary between the Host and the Visitor. In no event may Winalist be held liable for any incident, dispute or complaint arising from an event that took place during the performance of the Host’s Activity by a Visitor.

It is the Host’s responsibility to understand all the laws, rules and regulations that may apply to their Activity and to comply with them, to obtain the licences, permits or approvals required before offering an Activity and to ensure that the Listing and/or their proposed Activity does not infringe any agreement the Host may have entered into with third parties.

Any incident occurring during the performance of the Host’s Activity by the Visitor is the exclusive responsibility of the Host, who also undertakes to be covered by an appropriate insurance contract.

The Host remains responsible for the acquisition of all Equipment, including supplies, vehicles, premises and other items (“Equipment”) required to offer an Activity. The Host agrees to assume full responsibility for ensuring that the Equipment used in your Activity is in good condition and complies with all laws relating to safety, Equipment and operational capacities. Subject to contrary legal requirements, the Host assumes all risk of deterioration or loss of their Equipment.

Indemnification

The Host indemnifies and holds harmless Winalist, the companies of the Winalist Group, and their officers, employees and agents, against any claim, action, judgment, loss and expense, including reasonable legal and expert fees, arising from: (i) a breach by the Host of these Terms of Service; (ii) their Activities, their Options and their relations with Visitors, including any bodily injury, property damage or intangible loss suffered by a Visitor or a third party on the occasion of an Activity; (iii) their Host Content; (iv) the Host’s violation of a law, a regulation or the rights of a third party. At Winalist’s request, the Host conducts or contributes to Winalist’s defence. This obligation does not apply to the extent that the damage results from a fault of Winalist.

Feedback

We invite and encourage you to share with us your comments and suggestions so that we can improve the Winalist Platform (“Feedback”). You may submit Feedback by sending us an email, through the “Contact” page of the Winalist Platform, or by any other means of communication. No Feedback that you send us is considered confidential or proprietary. By sending us your Feedback, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, perpetual and sublicensable licence to use and publish these ideas and materials for any purpose, without any compensation to you.

Dispute Resolution

Contracting company. The Host contracts with the Winalist Group company that manages their payment account: (a) Winalist, Inc., a Delaware company, 447 Sutter St, Ste 506 - 1444, San Francisco, CA 94108, United States, where the Host’s payment account is attached to Winalist’s US payment platform, which is in principle the case for Hosts established in the United States, Canada and elsewhere on the American continent; (b) WINALIST, a simplified joint-stock company (SAS) with a share capital of €26,772, Reims RCS 825 280 027, 17-21 Rond-Point de l’Europe, 51430 Bezannes, France, in all other cases. The contracting company is indicated to the Host when they create their Host account. The other companies of the Winalist Group are not parties to the Contract. In these Terms of Service, “Winalist” means this company.

Governing law and courts. Where the Host contracts with WINALIST SAS, these Terms of Service are governed by French law. Any dispute relating to their formation, interpretation or performance falls within the jurisdiction of the competent courts within the territorial jurisdiction of the Reims Court of Appeal.

Where the Host contracts with Winalist, Inc., these Terms of Service are governed by the law of the State of California, and any dispute falls within the jurisdiction of the competent courts of San Francisco, California. The California data processing agreement then applies in addition to the Data Processing Agreement (GDPR).