Terms of Service

Please read these Terms of Service (hereinafter, the "Terms of Service") carefully as they contain important information regarding your legal rights, remedies and obligations and govern your business relationship with the Company.

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”) between you and the Company (as defined in Article I) governing the Payment Services (defined below) performed through or in connection with the Winalist Platform.

Article I. Definitions

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

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

Announcement: Has the meaning given to it in the Article “Scope of Winalist Services”

Winalist Account: Has the meaning given to it in the Article “Creating an Account”.

Terms of Service or Contract: This document.

Content: Has the meaning given to it in the Article “Content”

Host Content: Has the meaning given to it in the “Content” Section.

Winalist Content: Has the meaning given to it in the “Content” Article.

Service Fee: Has the meaning given to it in the Article “Service Fee”.

Total Fees: Has the meaning given to it in the Article “Payment Conditions”.

Host(s): Wine tourism professional registered on the Site with the aim of listing the activities they wish to offer for reservation to Users of the Site.

Personal Information: “information which allows, in any form whatsoever, directly or indirectly, the identification of the natural persons to whom it applies” (article 4 of law n° 78-17 of January 6, 1978).

“Per Group” Pricing Model: A pricing option where the price of an Activity is set for a group of people, rather than per individual person. This model allows Hosts to offer fixed prices for groups of different sizes, with price variations depending on the number of people (e.g., €40 for 2-5 people, €60 for 6-10 people). The Service Fee for this model is calculated based on the total number of people in the group, including children.

“Per Person” Pricing Model: A pricing option where the price of an Activity is set per individual person, without distinction between groups of people. Each person participating in the Activity pays a specific rate per adult and, in some cases, per child. The Service Fee for this model is calculated taking into account only the number of adults booked for the Activity.

Reservation Module: Has the meaning given to it in the “Framing” Article.

Net Partner: The total amount of payments collected by Winalist and linked to Activity reservations over a period (we will retain here the date of participation in the Activity by the User and not the date of payment of the reservation) deducted from the Winalist Service Fees including all taxes.

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

Reservation: Purchase of an Activity by a User, for a date, a number of adults, a number of children and according to the Price per adult and the Price per child set by the Host offering said Activity.

Winalist Site or Platform or Platform: The set of web pages accessible via the following domains: winalist.fr, winalist.com, winalist.it, winalist.de, winalist.es, winalist.pt, winalist.nl, winalist.cn, winalist.jp, winalist.se, winalist.fi.

Company: Has the meaning given to it in Article II.

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

Winalist: The Company, defined in Article II.

Article II. Presentation of the Site

Pursuant to Article 6 of Law No. 2004-575 of June 21, 2004 on confidence in the digital economy, Users of the Site are informed of the identity of the various parties involved in its creation and monitoring:

 Owner: Winalist, a simplified joint-stock company with a capital of €24,079, 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, USA and established at 548 Market Street, San Francisco, CA 94104 US, Winalist LDA, registered under number 518704521 in Porto and established at UPTEC Baixa, Praça do Cel. Pacheco 2, 4050-453 Porto, Portugal (hereinafter, the "Company"),

 Publication manager: the Company,

 Webmaster: the Company,

 Host: the Company.

Article III. Scope of Winalist Services

The Winalist Platform is an online marketplace that allows wine tourism professionals (hereinafter, the “Hosts”) to publish information on tourist activities they offer and make them available for booking. Each Activity offered for booking by a Host will be the subject of 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 of, but are not limited to, visits, tastings, discovery tours, 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 the Hosts and make a Reservation for one or more of them.

In addition to their Activity, Users may request to benefit from Options that the Host who runs the Activity reserved 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 Reservation, 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 an agent for any User or Host. Its role is limited to that of a business introducer.

While Winalist may facilitate dispute resolution, Winalist does not control or guarantee the existence, quality, safety, suitability or legality of any Activities offered by a Host, the truthfulness or accuracy of any Activity descriptions, Ratings, Comments or other Host Content (as defined below), or the performance or conduct of any Host or third party.

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

In order to promote the Winalist Platform and increase the visibility of Activities to 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 “Content” section of these Terms of Service. To assist Hosts who speak different languages, Winalist makes available automatic tools to enable 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 sole discretion. Winalist cannot guarantee the accuracy or quality of these translations and it is the Hosts’ responsibility to verify the accuracy of these translations.

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

Winalist is not responsible for any outages or disruptions to the Internet or telecommunications infrastructure 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, by prior notification), limit the availability of the Winalist Platform or certain areas or features of the Winalist Platform if this is 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 “Liability” Article 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 changes made to the Winalist Platform, unless such changes are minor or do not have a material effect on the contractual obligations of the parties.

Winalist acts as a business provider and is neither a buyer, seller, nor 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 Billing Mandate has been previously signed, Winalist does not issue a sales invoice in the name of the Host and cannot be invoiced for Activities booked by Visitors.

Article IV. Eligibility, Use of the Winalist Platform, Verification of Hosts

You must be at least 18 years old and have the capacity to enter into a contract to access or use the Winalist Platform 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 enter into a contract.

Winalist may subject access to and use of the Winalist Platform or certain areas or features of the Winalist Platform to certain conditions or requirements, such as submitting to a verification process, meeting certain quality and eligibility criteria, reaching certain Rating or Comment thresholds, or a Host's reservation and cancellation history.

Verifying users on the Internet is difficult, and we assume no responsibility for confirming the identity of any Host or User. Notwithstanding the foregoing, in the interest of transparency and for fraud prevention purposes, subject to applicable laws, we may, but are not obligated to, request Hosts to provide us with government-issued identification or other information, or to submit to other checks intended to verify the identity and background of Hosts, consult third-party databases or other sources of information to check whether Hosts are listed there, and request reports from service providers, and if we have sufficient information to identify a Host, obtain extracts from criminal or sexual offense (or similar) files from local authorities (if available).

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 conditioned on your acceptance of additional terms before you may access the relevant areas or features of the Winalist Platform. If there is a conflict between these Terms of Service and other terms applicable to a specific area or feature of the Winalist Platform, the latter terms will prevail with respect to your access to and use of that area or feature, unless otherwise stated in the latter terms.

Portions of the Winalist Platform use Stadia Maps mapping services, including the Stadia Maps APIs. Your use of Stadia Maps is subject to the Stadia Maps Terms of Service.

Article V. Modification of these Conditions

Winalist reserves the right to modify these Terms of Service at any time in accordance with this Section. If we modify these Terms of Service, we will post the modified Terms on the Winalist Platform by changing the “Last Updated” date at the top of the Terms. We will also notify you of the changes the next time you log in to your Winalist Account. The updated Terms will take effect 30 days after their publication. If you do not agree to the modified Terms of Service, you may terminate this Agreement with immediate effect. If you do not terminate your Agreement before the effective date of the modified Terms of Service and you continue to access or use the Winalist Platform, you will be deemed to have accepted the modified Terms of Service.

Article VI. Creation of an account

You must create an account (hereinafter, the “Winalist Account”) to access and use certain features of the Winalist Platform, such as posting 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 authorizations and licenses provided for in these Terms of Service.

You must enter accurate, current and complete information during the registration process and keep your Winalist Account information and the information on your public profile page on your Winalist Account up to date.

You are prohibited from creating multiple Winalist Accounts unless Winalist authorizes you to do so. You are prohibited from assigning or otherwise transferring your Winalist Account to any other party.

You are responsible for maintaining 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 otherwise compromised, or in the event of any actual or suspected unauthorized use of your Winalist Account, you must immediately notify Winalist. You are responsible for all activities conducted under your Winalist Account, unless you have not authorized such activities and have not otherwise been negligent (for example, by failing to report the unauthorized use or loss of your credentials).

Article VII. Contents

Winalist allows Hosts to create, upload, post, send, receive or store content, such as text, photos, audio or video content, or other materials and information on or through the Winalist Platform (the “Host Content”), and to access and view Host Content and any content made available by Winalist on or through the Winalist Platform, including Winalist's proprietary content and any content licensed or authorized by a third party to Winalist (hereinafter, the “Winalist Content”, and together with the Host Content, the “Content”).

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

You may not use, reproduce, adapt, modify, create derivative works from, distribute, license, sell, transfer, publicly perform, transmit, broadcast, or otherwise exploit the Winalist Platform or Collective Content unless you are the legal owner of the relevant Host Content, or unless these Terms of Service expressly authorize you to do so. You are not granted any license or right by implication or otherwise under any intellectual property rights owned or controlled by Winalist or its licensors, except for the licenses and rights expressly granted in these Terms.

Subject to your compliance with these Terms of Service, Winalist grants you a limited, non-exclusive, non-transferable, revocable, and non-sublicensable license to use the Site on your personal device(s), and to access and view the Collective Content made available to you on or through the Winalist Platform, solely for your personal, non-commercial use.

By uploading, posting or otherwise making available any Host Content on or through the Winalist Platform, you grant Winalist a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), transferable and sublicensable license to such Host Content to access, use, store, reproduce, modify, create derivative works from, distribute, publish, transmit, broadcast and otherwise exploit such Host Content for the purpose of providing and/or promoting the Winalist Platform in any media. If the Host Content (including Verified Images) includes personal information, such Host Content will only be used for such purposes if those purposes comply with applicable data protection law, in accordance with our Privacy Policy. Except with your express consent, Winalist will not claim any ownership rights in any Host Content, and nothing in these Terms of Service will be deemed to limit your rights to use or exploit your Host Content.

Winalist may offer Hosts the opportunity to hire professional photographers to take pictures of their Host-sponsored Activities, which are made available to Hosts for inclusion in their Listings with or without a watermark or marking that includes the words “Photo verified by Winalist.com” or other similar notice (the “Verified Images”). It is your responsibility to ensure that your Activity is accurately represented in the Verified Images and you must stop using the Verified Images on or through the Winalist Platform if they no longer accurately represent your Listing, if you no longer provide the Host-sponsored Service presented, or if your Winalist Account is terminated or suspended for any reason. You acknowledge and agree that Winalist has the right to use any Verified Images for advertising, marketing, or commercial purposes, including limited use by authorized third parties, in any medium. If Winalist is not the exclusive owner of Verified Images, by using such Verified Images on or through the Winalist Platform, you grant Winalist an exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), transferable, and sublicensable license to use such Verified Images for advertising, marketing, or commercial purposes in any media. Winalist grants you a limited, non-exclusive, non-transferable, revocable, and non-sublicensable license to use Verified Images outside of the Winalist Platform solely for your personal, non-commercial use.

You are solely responsible for all Host Content that you make available on or through the Winalist Platform. Accordingly, you represent and warrant that: you are either the sole and exclusive owner of all Host Content that you make available on or through the Winalist Platform, or you have all rights, licenses, consents, and authorizations necessary to grant Winalist the rights in such Host Content, as contemplated by these Terms of Service; and neither the Host Content, nor your posting, uploading, publishing, submitting or transferring the Host Content, nor Winalist's use of the Host Content (or any portion thereof) as contemplated by these Terms of Service will infringe, misappropriate or violate any third party patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You shall not 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, libelous, obscene, pornographic, vulgar, or offensive; promotes discrimination, bigotry, racism, intolerance, hatred, harassment, or harm against any individual or group; is violent or threatening or promotes violence or threatening acts against any other person or animal; encourages illegal or harmful activities or substance use; or violates Winalist Content or any other Winalist policy. Winalist may remove or disable access to any Host Content that violates applicable law, these Terms of Service, or Winalist's current policies or standards, or is potentially harmful or unacceptable to Winalist, its Users, its Hosts, third parties, or property. When Winalist removes or disables Host Content, Winalist will notify the Visitor and provide reasons for such action unless such notification would prevent or hinder the discovery of fraud or other illegal activity, harm the legitimate interests of other Hosts or third parties, or violate 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 violates your copyright, please notify us.

Article VIII. Framing

Winalist offers Hosts the possibility of adding a booking module linked to Winalist directly on its website.

This booking module is an extract from the Winalist source code (hereinafter, the “Booking Module”) and allows visitors to the Host’s website to book a Host Activity outside of the Winalist Platform.

The code made available to the Host remains the exclusive property of Winalist.

Winalist disclaims all liability for the impact that the integration of the Reservation Module may have on the Host's website, particularly on the following points:

 Damage to the performance of the Host’s site,

 Damage to the ergonomics of the Host’s site,

 Problem with user accounting on the Host's site,

 Damage to the proper functioning of the server hosting the Host’s site,

 Any other technical problem that could be caused by the Booking Module.

It is the Host's responsibility not to integrate the Booking Module on its website if said Booking Module is not compatible or affects in any way the proper behavior of its site.

Different Service Fees may apply to Activity bookings made through a Booking Module compared to bookings made directly on the Platform. The Host is clearly informed of this via the management interface of their Winalist Account.

Article IX. Publication of an Announcement

When a Host creates a Listing on the Winalist Platform, they must provide complete and accurate information about the proposed Activity (such as its description, location, and availability dates), specify any applicable disabilities, restrictions, and conditions (such as the minimum age, ability, or physical condition required for an Activity), and provide other useful information requested by Winalist. It is the Host's responsibility 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 being posted on the Platform. Winalist reserves the right to refuse or request modifications to any Listing before it is visible to Users.

Winalist reserves the right to suspend or take offline any Listing at any time, without justification and without prior notice. This suspension may be carried out at Winalist's discretion and does not entitle the Host to any compensation or compensation of any kind.

The Host is solely responsible for setting the price (including applicable taxes and any other expenses or fees) for their Listing (hereinafter, the “Displayed Price”). Once a User has booked, the Host may not ask for a price higher than that stated in the booking request unless the Visitor purchases an additional service once on site.

Hosts can 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 depending on the number of people (for example, €40 for 2 to 5 people, €60 for 6 to 10 people).

The Service Fees are fully borne by the Host. Therefore, the price of the Activity offered in the Listing cannot be different from the price usually advertised by the Host directly or on their website for this same Activity.

Any Listing published by a Host includes a cancellation policy that includes the conditions for refunding a reservation canceled at the initiative of a Visitor. This policy is chosen by the Host when creating the Listing. By publishing the Listing, the Host agrees to comply with the cancellation policy attached to the published Listing.

None of the terms set out in a Host's Listing, including those relating to cancellations, must conflict with these Terms or the cancellation terms you have selected for your Listing.

Photos, animations, or videos (collectively, “Images”) used in a Host’s Listing must accurately 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 insertion 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, Comments and Ratings, the type of Activities offered by the Host and/or the ease of booking.

The Price displayed 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, their collection and their payment to the competent tax authority. Winalist is not involved in the determination or management of applicable tax rates.

Article X. Reservation by a User

When a Host accepts a booking request from a Visitor, 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 reservation is confirmed, the User receives a confirmation email. Upon arrival at the Host's location, the Host must verify the validity of the reservation by asking the User to present this confirmation email and scanning the QR code in the email with a smartphone. This QR code ensures that the reservation has not been canceled after being confirmed.

The Host is responsible for the proper and complete execution of the services described in the Listing that is the subject of the Reservation. In the event of failure on the Host's part, the Host must fully cover the customer's reimbursement, without this canceling the Service Fees owed to Winalist.

Article XI. Host Insurance

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

By accepting these Terms of Service, the Host agrees to take out an insurance policy appropriate to each of the Activities that they offer on the Platform. Please read your insurance policy carefully, and in particular, make sure you understand any exclusions from coverage and applicable excesses, and check, among other things, whether your insurance policy covers the actions or omissions of Visitors (and the persons for whom the Visitor has booked, if applicable) during their participation in your Activity or Event offered by the Host.

Article XII. Service Charges

In return for the use of the Platform and the Connection Services, Winalist receives service fees calculated on the public price including tax paid by the Visitor for a Reservation.

The applicable rate of Service Fees and, where applicable, the minimum amount per Reservation 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 Reservations collected by Winalist on behalf of the Host, the net balance being returned to the Host constituting the Net Partner. No waiver of these Conditions of Service concerning the calculation of the Service Fees may be valid without a formal written document from the President of Winalist or the General Manager of Winalist.

The applicable Service Fees (including any applicable Taxes) are communicated to the Host before they publish an Activity. Winalist reserves the right to modify the Service Fees at any time and will notify Hosts within a reasonable time before the new rates take effect. These Service Fee changes will not affect bookings made before the effective date of the fee change.

You are responsible for paying the Service Fees due to Winalist. The applicable Service Fees (including any applicable Taxes) are collected by Winalist. Winalist will deduct any Service Fees from the Displayed Price before remitting payment to the Host.

Each time a User books an Activity, payments for the Activities are transferred to an account dedicated to the Host and opened in their name at Stripe, Winalist's Payment partner. Except in exceptional cases, every eighth day of the month, Winalist will issue an invoice (hereinafter, "Commission Invoice") which will include: all bookings for the previous month (here we will use the date of participation in the Activity by the User and not the date of payment for the booking); all Options subscribed to by Visitors in addition to their Activity; the amount excluding tax of the Service Fees; and the total amount of payments collected by Winalist, linked to bookings for the previous month (here we will use the date of participation in the Activity by the User and not the date of payment for the booking) deducted from the Service Fees including all taxes (hereinafter, the "Partner Net"). The Commission Invoice is sent to the Host on the day it is issued.

If the Net Partner appearing on a Commission Invoice is positive, Winalist will pay it by bank transfer within ten (10) days following the issue of the Commission Invoice.

If the Net Partner shown on a Commission Invoice is negative, the Host agrees to repay the amount of its debt to Winalist within thirty (30) days. In the event of delay, Winalist may charge late payment interest calculated on the basis of the statement indicated on the unpaid Commission Invoice.

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

Please note that the Commission Invoice issued by Winalist does not constitute the sales invoice for the Activity to the Visitor and cannot be given to the Visitor as proof of sale. The Host is solely responsible for issuing sales invoices to Visitors, in accordance with applicable laws and regulations.

Article XIII. Billing and Obligations of Hosts

For each Reservation, the Host undertakes to issue a sales invoice in the name of the Visitor corresponding to the Activity carried out, at the Price displayed including tax indicated on the Platform, and to ensure legal and tax compliance (mandatory information, applicable taxes, retention, transmission, where applicable e-invoicing/e-reporting).

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

The Host must not under any circumstances issue a sales invoice to Winalist for a Reservation made by a Visitor. Winalist is not the client of the Activity.

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

In the event of the issue or transmission (including via a dematerialization 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 refuse and will not account for said invoice. In the event of repetition, Winalist may (after notification) apply reasonable administrative fees related to the processing of errors and/or temporarily suspend the Host's Listings until compliance is achieved.

Winalist provides the Host, via their Winalist Account, with the necessary information strictly relevant to issuing the invoice to the Visitor (e.g. identity/billing details provided at the time of the Reservation), in compliance with the applicable regulations regarding personal data. The Host remains exclusively responsible for the verification and accuracy of the information contained 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 specified in an annex; in the absence of such a mandate, Articles C.1 to C.5 above apply in full.

Even if a Billing Mandate is signed, Winalist acts exclusively in the name and on behalf of the Host, who remains solely responsible to the Tax Administration for the proper issuance, compliance, and retention of sales invoices. Winalist does not assume any legal or tax liability for invoices issued under this mandate.

Article XIV. Conditions relating to payments

Generally, Winalist will collect the Total Fees from a Visitor at the time the Visitor's booking request is accepted by the Host (hereinafter, "the Total Fees"), or at any other time mutually agreed upon by the Visitor and Winalist.

Winalist will generally make Payments using the Payment Method chosen by the Host: for Activities and Events, monthly, taking into account all Activities or Events carried out in the month preceding the payment date.

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

The Payment for a reservation will correspond to the Total Fees associated with that reservation less the Service Fees and applicable Taxes.

In the event of cancellation by the Visitor of a confirmed reservation in accordance with the applicable Cancellation Policy of the Activity or Event, Winalist will proceed to a full Refund of the Total Fees to the Visitor and no Payment will be due to the Host, in accordance with the applicable Cancellation Policy.

In the event of cancellation by the Visitor of a confirmed reservation not in accordance with the applicable Cancellation Policy of the Experience or Event (outside the specified withdrawal period), Winalist will proceed to Pay the Total Fees less the Service Fees and applicable Taxes to the Host.

Hosts may be required to purchase additional services.

In order to receive the Additional Services, the Host must have a valid Payment Method linked to their Winalist Account. Winalist will generally make the Withdrawals from the Payment Method chosen by the Host depending on the subscription period chosen: for Activities and Events, monthly, taking into account all Activities or Events carried out in the month preceding the payment date.

A deferred payment, after transmission of an invoice to the Host by Winalist, may be made in the event that the Host does not have other valid means of payment or if, over a given period, the amount of the Total Fees due to the Host is less than the amount of the Service Fees and the Tax Applicable to the Service Fees.

If Winalist fails to make a Payment, refund or pay other amounts owed to the Host within the period defined by its State, country or any other public authority under the law applicable to unclaimed properties, Winalist may release the amounts owed in accordance with its legal obligations, as required by law.

Article XV. Reservation Changes, Cancellations and Refunds

Visitors may cancel a confirmed reservation at any time. Subject to the Listing's cancellation policy set by the Host, Winalist will refund the reservation amount to the Visitor in accordance with these refund conditions.

When a Visitor cancels a reservation without complying with the refund conditions stipulated in the Cancellation Policy of the canceled Listing, Winalist will collect the Service Fees related to this reservation.

If a Host cancels a confirmed reservation, the Visitor will be fully refunded the total amount paid for that reservation. In addition, Winalist may post an automated comment on the Listing canceled by the Host, indicating that a reservation has been canceled.

For Activities, Events, and other Host-Provided Services, if inclement weather creates unsafe or uncomfortable conditions for Guests, Hosts may modify or cancel a Host-Provided Service. In the event of a substantial change in the itinerary or if the Host-Provided Service must be canceled, Winalist, in consultation with the Host and/or Guests, will endeavor to offer Guests an alternative date for the Host-Provided Service, an appropriate refund, or a new booking.

In certain cases, Winalist may cancel a current or confirmed reservation on behalf of a Host or Visitor and issue appropriate refunds and payments. When Winalist cancels a reservation, Winalist will notify the affected Visitors and provide the reasons for such action, unless such notification would prevent or hinder the discovery or prevention of fraud or other illegal activities, harm the legitimate interests of other Visitors or third parties, or violate applicable law. You may appeal such cancellation by contacting Customer Service.

Winalist reserves the right to cancel any reservation made on the Site.

Article XVI. Ratings and Comments

Within a certain period of time after completing a booking, Guests may leave a public comment (the “Comment”) and a star rating (the “Rating”) about their Hosts. Ratings and Comments reflect the opinion of individual Guests and not that of Winalist. Ratings and Comments are not verified by Winalist and may be unfounded or misleading.

Ratings and Comments left by Visitors and Hosts must be accurate and must not contain offensive or defamatory terms.

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

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

Article XVII. Disputes between Hosts and/or Visitors

The Host remains solely responsible for the accuracy of this data and in the event of a dispute with a Visitor or any other party, Winalist cannot be held responsible.

Article XVIII. Rounding

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

Article XIX. Taxes

As a Host, it is your responsibility to determine your obligations to report, collect, remit, or include in your Listed Price any applicable VAT or other indirect sales tax, tourist tax, or other taxes (hereinafter, the “Taxes”).

Tax regulations may require us to collect relevant tax data from Hosts. If a Host fails to provide us with the required documentation under applicable law (e.g., tax identification number) to fulfill our obligation (if any) to withhold Taxes at source from payouts we make to you, we reserve the right to withhold payouts up to the taxable amounts as required by law until resolution.

The Host understands that any relevant government agency, department and/or authority (the “Tax Authority”) that has jurisdiction over your Accommodation may require the collection of Taxes from Guests or Hosts on the Listed Prices and the remittance of such Taxes to the appropriate Tax Authority. Laws vary by country, but such Taxes may be collected and remitted as a percentage of the Listed Price set by Hosts, a fixed amount per day, or other variations (the “Occupancy Taxes”).

Visitors and Hosts agree that we may seek to recover additional amounts from Visitors if the Taxes collected and/or remitted prove insufficient to fully meet your obligations to the Taxing Authority, and agree that their sole remedy with respect to Occupancy Taxes collected is to reimburse the Occupancy Taxes collected by Winalist to the relevant Taxing Authority, in accordance with the applicable procedures set by that Taxing Authority.

Article XX. Prohibited Activities

It is the Host's responsibility 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 agrees not to assist others to, or permit others to:

 violate 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 any commercial purpose or other purpose not expressly permitted 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 affiliation with Winalist;

 reproduce, store, access or use in any way any information, including personal information concerning any other Host or Visitor, available on the Winalist Platform, in contradiction with the Winalist Personal Data Protection Charter or these Conditions, or infringing the privacy rights of Visitors, Hosts or third parties;

 use the Winalist Platform to distribute unwanted commercial messages (“spam”);

 offer, as a Host, an Activity that you do not own or that you are not authorized 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 permission;

 discriminate against or harass any person on the basis of their ethnic or national origin, religion, sex, gender identity, physical or mental disability, health, marital status, age or sexual orientation, or engage in any violent, dangerous, abusive or disruptive behavior;

 dilute, tarnish, or otherwise harm the Winalist brand in any way, including unauthorized use of the Content, registration and/or use of the word Winalist or derivative 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 confusingly similar to Winalist's domain names, trademarks, slogans, advertising campaigns, or Collective Content;

 use any 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, circumvent, remove, disable, damage, decode, or otherwise attempt to circumvent any technological measure implemented by Winalist or any Winalist provider or any other third party 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 may disrupt or harm, the performance or proper functioning of the Winalist Platform;

 use, re-export, import or transfer the Application except as authorized by United States law, the export control laws of your country, and all other applicable laws;

 infringe the rights of third parties or harm anyone.

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

Article XXI. Duration of the contract and termination

This Agreement will be valid until the Host or Winalist terminates the Agreement as described below.

The Host may terminate this Agreement at any time by sending an email to Winalist. When a Host deletes their Winalist Account as a Host, all confirmed reservations will be automatically canceled and Visitors will receive a full refund. If the Host deletes their Winalist Account as a Visitor, all confirmed reservations will be automatically canceled and any refund will depend on the cancellation policy of the Listing.

Without limiting its rights specified below, Winalist may terminate this Agreement for convenience at any time by giving you ten (10) days' notice by email sent to your registered email address.

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

In addition, Winalist may take any of the following actions to comply with applicable law, court orders, or requests from law enforcement, judicial, or other public agencies or government bodies, or if a Host has violated these Terms of Service, applicable laws and regulations, or the rights of third parties, if the Host has provided inaccurate, fraudulent, outdated, or incomplete information when creating their Winalist Account, creating the Listing, or thereafter, their Listings or Host Services do not meet the 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 performance or conduct, if the Host has repeatedly canceled confirmed reservations or failed to respond to reservation requests without a legitimate reason, or if Winalist considers this action necessary: to protect the safety or property of Winalist, its Hosts, its Visitors or third parties, or to prevent fraud or other illegal activities:

 refuse to post, remove or delay posting any Listings, Ratings, Comments or other Host Content;

 cancel current or confirmed reservations;

 limit its use of a 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 violations, permanently suspend the Host's Winalist Account and cease providing them with access to the Winalist Platform.

In the event of minor violations and if necessary, the Host will be notified of any action contemplated by Winalist and will be given the opportunity to resolve the problem in a manner reasonably satisfactory to Winalist.

If Winalist takes any of the actions described above, Winalist may fully refund Visitors for all confirmed reservations, regardless of pre-existing cancellation policies, and the Host will not be entitled to any compensation for any current or confirmed reservations that have been canceled.

Upon termination of this Agreement, 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, their Winalist Account has been suspended, or Winalist has terminated this Agreement, the Host will not be able to create a new Winalist Account or access or use the Winalist Platform through another Host's Winalist Account.

In the event of repeated non-compliance with the Visitor's billing obligations (in particular recurring invoices sent to Winalist), Winalist may, after notifying the Host, temporarily limit the Host's access to the Platform, suspend the publication of the relevant Listings and/or terminate the Contract in accordance with the section "Contract Term and Termination". These measures are without prejudice to Winalist's right to claim compensation from the Host for any damages suffered as a result of these breaches.

Article XXII. Liability

Winalist may be held liable under the applicable statutory provisions in the event of intentional and gross negligence committed by Winalist, its legal representatives, directors or agents. Winalist is also liable under the applicable statutory provisions in the event of strict liability or in the event of injury to life, body and/or health. Winalist is liable for breaches of essential contractual obligations committed by them, its legal representatives, directors or agents; this liability is limited to the typical foreseeable damage that may occur. Essential contractual obligations are obligations of Winalist whose proper performance the Host expects and on the fulfillment of which the Host must be able to rely for the proper performance of the contract.

Hosts are solely responsible for the Activities, Events, or other Host Services they submit, offer, and provide. Winalist is merely an intermediary between the Host and the Visitor. Winalist shall not be liable for any incident, dispute, or complaint arising from any event occurring during the performance of the Host's Activity by a Visitor.

It is the Host's responsibility to understand and comply with all laws, rules and regulations that may apply to its Activity, Event or other Host Service, to obtain any required licenses, permits or approvals before offering an Activity, Event or other Host Service and to ensure that the Listing and/or its proposed Activity, Event or other Host Service does not violate any agreements the Host may have entered into with third parties.

Any incident occurring during the performance of the Host 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 acquiring all Equipment, including supplies, vehicles, premises and other items (“Equipment”) required to provide an Activity, Event or other Host Service. The Host agrees to assume full responsibility for ensuring that the Equipment used in your Activity, Event or other Host Service is in good condition and complies with all laws relating to safety, Equipment and operational capabilities. Unless otherwise required by law, the Host assumes all risk of damage to or loss of its Equipment.

Article XXIII. 17. Compensation

To the extent permitted by applicable law, the Host agrees to release, defend (if Winalist so chooses), indemnify and hold harmless Winalist, its affiliates and subsidiaries, including, without limitation, Winalist, and their officers, directors, employees and agents, from and against any and all claims, liabilities, damages, losses and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with its failure to comply with these Terms of Service or its improper use of the Winalist Platform, its interaction with any Visitor, including, without limitation, any injury, loss or damage (compensatory, direct, incidental, consequential or otherwise) of any kind related to or resulting from such interaction, this stay, its violation of any law, regulation or third-party right. In accordance with this section, this obligation to indemnify applies only if and to the extent that the claims, liabilities, damages, losses and expenses were sufficiently caused by the culpable breach of a contractual obligation.

Article XXIV. 18. Remarks

We invite and encourage you to provide us with your feedback, 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 you provide will be considered confidential or proprietary. By providing us with your Feedback, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, and sublicensable license to use and publish such ideas and materials for any purpose whatsoever, without any compensation to you.

Article XXV. Dispute Resolution

If the Host's country of residence is in the European Economic Area ("EEA"), they can access the European Commission's online dispute resolution platform here: http://ec.europa.eu/consumers/odr.