Sergio — B2B Terms of Service

Version: 2.0
Last updated: 16 October 2026
Effective date: 16 October 2026
Operator: Antaris Labs SRL, Avenue de Tervueren 242, box 005, 1150 Woluwe-Saint-Pierre, Brussels, Belgium, CBE/KBO 1036.755.202, VAT BE 1036.755.202 (Antaris, we, us).

Important: These Terms are for businesses only. They are not intended for a consumer acting outside a trade, business, craft or profession. If you are not purchasing Sergio for professional purposes or are unsure, do not subscribe through the self-service flow; contact privacy@sergiosommelier.com before use.

1. Contract structure and acceptance

1.1 The agreement

These B2B Terms of Service (Terms) govern access to and use of the Sergio software service by the legal entity named in the relevant order, checkout or order form (Customer, you). The agreement between Antaris and Customer consists of, in descending order of precedence:

  1. a signed order form or enterprise/master services agreement expressly stating that it prevails;
  2. the Data Processing Agreement (DPA), but only for processing it governs under Article 28 GDPR;
  3. the relevant checkout/order confirmation and any plan-specific service description;
  4. these Terms; and
  5. the documents expressly incorporated by reference, including the Privacy Notice and Subprocessor List.

If documents conflict, the more specific document prevails for its specific subject matter. The Privacy Notice does not alter the commercial contract; it explains processing carried out by Antaris as a controller.

1.2 Business eligibility and authority

You represent that:

This representation does not waive any mandatory law and is not an irrebuttable presumption. If Antaris reasonably believes a self-service order is not business-to-business, it may pause the order and ask for clarification or route it to an appropriate process.

1.3 Electronic contracting, available language and correction of errors

The English version of these Terms is the contractual master. Before submitting a paid order, the self-service flow is designed to show the selected plan, number of venues, price, VAT treatment, billing period, renewal and cancellation route. You can return to the relevant checkout step to correct plan, venue-count and billing information before placing the order.

The contract is concluded when Antaris confirms the subscription/order electronically after the applicable payment method has been successfully set up, or, for an enterprise order, when both parties sign the applicable order form. The version of these Terms accepted is available at the fixed versioned URL shown in the acceptance flow and can be stored or reproduced by Customer. Antaris retains an electronic record of the order and version of the Terms accepted. By accepting these Terms, Customer agrees that this versioned electronic record is the agreed electronic confirmation for the B2B order.

A mere use of a public website page does not itself form a subscription agreement. No pre-ticked acceptance, browsewrap or hidden-link mechanism is intended to create acceptance.

1.4 Updates to Terms

Antaris may update these Terms for a valid reason, including a change in law, security risk, material supplier/platform change, operational correction, new feature, or a change needed to maintain the service. For a change that materially disadvantages a paid Customer, Antaris will give at least 30 days’ prior notice by email or in-product notice, unless a shorter period is reasonably necessary to address law, security or serious misuse.

For a material adverse change to a paid subscription other than one required by law or security, Customer may cancel the affected paid subscription before the change takes effect, with service continuing through the end of the already-paid monthly period. A continued use after the notified effective date constitutes acceptance only where Customer received the notice and had that reasonable opportunity to cancel. Changes do not retrospectively alter accrued rights or obligations.

1.5 Transitional application

The Effective Date is the effective date shown at the top of these Terms. These Terms apply to business accounts created on or after the Effective Date. An account created before the Effective Date remains governed by the version of the Terms accepted for that account, unless Antaris and the Customer expressly agree in writing to replace those Terms.

2. The Sergio service

2.1 Service scope

Sergio is a software service that may provide:

The currently included features, limits and any paid add-ons are shown in the plan/order description. Antaris grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the applicable subscription term to allow its authorised users to access and use the service for Customer’s internal professional operations and the permitted number of venues.

2.2 What Sergio does not do

Sergio is an informational software service. It does not sell, order, reserve, collect payment for, deliver or serve alcohol to a guest. The relevant Venue controls its own wine list, availability, price, licensing, sale and service. A guest’s “show your waiter” display is visual information only; it does not send an order or instruction to the Venue.

Customer remains responsible for complying with all laws and permits applicable to its venue, alcohol sales/service, food/allergen information, advertising/promotion, consumer information, age verification, prices and local operations.

2.3 Informational output and human review

Sergio outputs—including AI-assisted extraction, translations, wine profiles, ratings, recommendations and image processing—can be inaccurate, incomplete, unavailable or unsuitable for a particular context. Customer must review and validate any output before relying on it, publishing it, making it available to guests, or using it operationally.

Recommendations are subjective informational suggestions, not a guarantee of taste, suitability, wine identity, vintage, availability, price, dietary compatibility or legal compliance. Sergio does not provide medical, allergy, dietary, pregnancy, legal, financial or responsible-consumption advice.

2.4 Availability, maintenance and support

Antaris will use reasonable efforts to make the paid service available, subject to planned maintenance, emergency maintenance, security work, supplier/infrastructure failures, internet/network conditions, Customer configuration, force majeure and circumstances outside Antaris’s reasonable control. Unless an order form expressly provides otherwise, these Terms do not create a service-level agreement or guaranteed uptime.

Support is provided through the contact channel published in the service or at privacy@sergiosommelier.com. Antaris may make reasonable changes to the service, provided that it does not materially reduce a paid Customer’s core service without the notice and exit protections in clause 1.4.

3. Plans, free allowance, fees, tax and invoices

3.1 Basic subscription

Unless an order form states otherwise, the self-service Basic plan costs EUR 29.00 per venue per month, excluding VAT, billed monthly in advance by card through Stripe Checkout. The number of paid venues, all included features, usage limits and any current paid-only features are shown in the service and checkout flow.

A Venue means one independently operated restaurant, retail store, supermarket location or other physical customer location entered as a separate venue in Sergio. A Customer must not use one paid venue entitlement for multiple independent locations. Group, supermarket and enterprise arrangements that require a different scope or pricing are not offered through ordinary self-service checkout and require an order form.

3.2 Free trial and Free Allowance

A business account may use, without a payment card, one wine-list import, AI-assisted profiling of the wines in that list and one menu import (the Free Allowance).

The Free Allowance is available for the account’s first 30 days from the date of account creation. During that period, the guest-facing application may operate on the imported data. The 30 days run until the end of the 30th calendar day, counting the account creation date as day 1, in Belgian time (Europe/Brussels). After that period, the guest-facing application is disabled unless the Customer starts a paid subscription or Antaris expressly extends the trial.

The account, Customer Content and available export functions remain available subject to these Terms and the Privacy Notice. The guest-facing trial service ends at the end of the 30-day trial period unless a paid subscription is activated. No additional guest-service grace period applies to an unsubscribed trial account.

Antaris shows the date on which the guest-facing application will be disabled in the Sergio administration area from the first day of the trial, with a prominent warning during the final seven days. These warnings are given in the product, not by email.

The Free Allowance does not include bottle scans, supplier-margin-PDF processing, ratings, translations or other features that Antaris identifies as paid features. Antaris may change the Free Allowance for future accounts by publishing updated Terms. A change will not alter the Terms applicable to an account created before the Effective Date unless Antaris and the Customer expressly agree otherwise.

For an account created before the Effective Date, the Free Allowance continues under the version of the Terms accepted for that account, without a fixed time limit, while the account remains active.

3.3 Taxes

Fees are stated in EUR and are exclusive of VAT unless the checkout or order expressly says otherwise. Customer must provide accurate billing, establishment and VAT information. Antaris may determine, charge, collect and remit VAT or other transaction taxes where legally required. The VAT treatment may differ based on Customer’s status and location. Customer remains responsible for taxes other than taxes based on Antaris’s net income.

For an ordinary Belgian domestic taxable supply subject to the standard 21% VAT rate, a EUR 29.00 net monthly fee is EUR 35.09 including VAT. This is an illustration only; the actual tax amount is shown at checkout or on the invoice.

3.4 Payment and renewal authorisation

Customer authorises Antaris and its payment provider Stripe to charge the applicable payment method for the first monthly fee, then automatically for each monthly renewal, together with applicable taxes. Stripe’s separate terms apply to payment processing.

Customer must keep a valid payment method and accurate billing information. If payment fails, Antaris may retry the payment through Stripe for approximately three weeks while the subscription remains in its paid status. Antaris will give reasonable notice where payment remains unsuccessful. After a reasonable opportunity to cure, Antaris may suspend paid features and, if the failure continues, cancel the paid subscription under clause 5.3. Antaris will not charge an arbitrary failed-payment fee.

3.5 Invoices and Belgian structured e-invoicing

Antaris issues invoices or equivalent billing documents in accordance with applicable law. For in-scope transactions between Belgian VAT-taxable persons, Antaris and Customer will cooperate in receiving and sending legally required structured electronic invoices, including through a compliant network such as Peppol where applicable. A Stripe receipt or PDF copy does not replace a legally required structured invoice.

3.6 Late payment

Amounts are due on the stated invoice/charge date. To the extent applicable, statutory late-payment interest and recovery rights under Belgian law apply. Antaris may seek only reasonable, lawful recovery costs and will not impose a penalty that is manifestly disproportionate to the foreseeable loss.

4. Subscription term, cancellation, suspension and termination

4.1 Monthly term and automatic renewal

A paid self-service subscription starts on the date confirmed in the checkout/order confirmation and runs for one month. It automatically renews for successive monthly periods unless cancelled before the next renewal charge. The relevant account and Stripe customer portal display the renewal/cancellation details.

4.2 Cancellation by Customer

Customer may cancel a self-service paid subscription at any time through Settings → Subscription in the Sergio administration area, which opens the Stripe customer portal. Cancellation takes effect at the end of the then-current paid monthly period. Customer will retain paid-service access through that period unless the account is suspended or terminated for a material breach.

Antaris will display the effective cancellation date before confirmation and issue confirmation through the applicable portal or email. If the portal is unavailable, Customer may contact privacy@sergiosommelier.com to report the issue; this is a fallback, not a requirement to cancel.

4.3 No pro-rata refund for voluntary early cancellation

Fees are paid monthly in advance. Customer’s voluntary cancellation does not create a pro-rata refund or credit for the unused part of a paid monthly period. This does not limit any mandatory right, correction of a duplicate or erroneous charge, or remedy available for Antaris’s non-performance.

4.4 Service after cancellation and customer data

After cancellation:

The post-cancellation guest-service period in this section applies only to a paid subscription and does not extend the Free Allowance or create a grace period for an unsubscribed trial account.

Customer must request any needed export before the applicable deletion date. Antaris may reasonably verify the requester’s authority and may exclude data that belong to another customer, data it may not lawfully disclose, or data that have already been irreversibly anonymised or deleted.

4.5 Suspension or termination by Antaris

Antaris may suspend access to the extent reasonably necessary if Customer: (a) materially breaches these Terms; (b) uses the service unlawfully or in a way that threatens security, availability or another customer; (c) fails to pay after the cure process in clause 3.4; or (d) requires suspension to comply with law or a binding authority request.

Where reasonably practicable, Antaris will notify Customer, identify the issue and allow a reasonable opportunity to cure before suspension or termination. Antaris may act immediately where delay would create a security, legal, fraud or material-service risk. Antaris may terminate for a material breach not cured within a reasonable notified period, or immediately for an incurable material breach.

4.6 Termination for Antaris material breach

If Antaris materially breaches these Terms and does not cure the breach within a reasonable period after Customer’s written notice, Customer may terminate the affected subscription. Customer retains any mandatory remedy and may receive a fair pro-rata refund of prepaid fees for the period after termination where Antaris’s uncured material breach prevented the paid service from being used.

5. Customer responsibilities and acceptable use

5.1 Account security and authorised users

Customer is responsible for: maintaining accurate account information; controlling its authorised users; keeping credentials confidential; using reasonable security measures; promptly notifying Antaris of suspected unauthorised use; and ensuring users act within their authority. Customer is responsible for actions taken through its authorised accounts, except to the extent caused by Antaris’s own breach.

5.2 Customer Content and permissions

Customer retains all rights it holds in its content, including documents, images, wine/menu data, prices, descriptions, settings and guest-facing material (Customer Content). Customer grants Antaris the limited, non-exclusive right to host, reproduce, process, transmit and display Customer Content only as needed to provide, secure, support and improve the service in accordance with the agreement and documented Customer instructions.

Customer represents that it has the necessary rights, permissions and lawful basis to provide Customer Content and ask Antaris to process it, including any personal data in it. Customer must not upload content that is unlawful, infringing, malicious, discriminatory, defamatory, or likely to introduce harmful code; payment-card data; identity documents; or unnecessary special-category or criminal-offence data, unless a specific written arrangement supports the processing.

5.3 Prohibited use

Customer must not, and must not permit anyone else to:

5.4 Venue data and guest transparency

Customer must provide a suitable guest-facing privacy notice, identify itself as relevant controller, provide a lawful basis for its guest processing, honour data-subject requests and comply with applicable cookie/device-storage rules. Customer must not combine Sergio’s QR event data with booking, table, loyalty or other identified-person data unless it has separately assessed and documented that processing and provided the required information and lawful basis.

6. Data protection and confidentiality

6.1 Data protection

Where Antaris processes Customer Personal Data on Customer’s documented instructions, the DPA applies. Customer authorises the subprocessors listed in the then-current Subprocessor List, subject to the DPA’s authorisation/change-notice process. Antaris’s own controller activities—such as contracting, billing, tax, website management and independently necessary service security—are governed by the Privacy Notice and applicable law, not by the DPA.

Antaris does not use Customer Content or raw guest event data to train or fine-tune Antaris models. Where Customer instructs Antaris to use an AI-assisted feature, Customer authorises the documented service processing and approved subprocessors needed for that feature, including Google Gemini API where listed in the DPA/Subprocessor List. The customer-visible configuration and data flows must match the DPA and Privacy Notice.

6.2 Confidential information

Each party may receive the other party’s non-public business, technical, commercial, security or personal-data information (Confidential Information). The receiving party will use Confidential Information only to perform or exercise rights under the agreement, protect it with at least reasonable care, and disclose it only to personnel, advisers and providers with a need to know and an appropriate confidentiality obligation.

Confidential Information does not include information the receiving party can demonstrate: was lawfully public without breach; was already known without duty; was independently developed without use of the other party’s information; or was lawfully received from a third party without duty. A party may disclose Confidential Information where law requires it, if it gives advance notice where legally permitted and reasonably cooperates with protective measures.

7. Intellectual property and feedback

Antaris and its licensors retain all rights in the service, software, documentation, Sergio name, designs, methods, models and improvements, excluding Customer Content. No implied rights are granted.

If Customer voluntarily provides suggestions or feedback, Antaris may use it without restriction or payment, provided it does not identify Customer or disclose Customer Confidential Information without permission.

8. Warranties, disclaimers and liability

8.1 Mutual authority

Each party represents that it has authority to enter into the agreement. Antaris will provide the service with reasonable care and skill consistent with the service description.

8.2 Disclaimer limited by mandatory law

Except as expressly stated in the agreement and to the maximum extent permitted by applicable law, the service is provided on an “as available” basis. Antaris does not warrant that the service will be uninterrupted, error-free, compatible with every system, or that every output/recommendation will be accurate, complete or suitable for Customer’s particular purpose.

Nothing in these Terms excludes a warranty, right or liability that cannot lawfully be excluded or limited.

8.3 Excluded loss

To the maximum extent permitted by law and except for liability that cannot be excluded under clause 8.5, neither party is liable to the other for indirect, special, incidental, consequential or punitive loss, or for loss of profit, revenue, goodwill, anticipated savings, business opportunity or data, where the loss is indirect. This does not remove liability for direct loss resulting from a breach of an essential contractual obligation, subject to clause 8.4 and mandatory law.

8.4 Liability cap

Subject to clause 8.5, each party’s total aggregate liability arising out of or relating to the agreement in any rolling 12-month period is limited to the greater of: (a) the fees paid or payable by Customer to Antaris for the affected service in the 12 months preceding the event giving rise to liability; or (b) EUR 1,000.00.

This cap is intended to be reasonable in light of the price, service scope and allocation of risk. It does not apply where prohibited by applicable law.

8.5 Liability that is not excluded or limited

Nothing in these Terms excludes or limits liability for fraud, wilful misconduct, gross fault (including gross fault of a party’s personnel), death or personal injury to the extent applicable, breach of an essential obligation except where force majeure applies, or any other liability that cannot lawfully be excluded or limited.

8.6 Customer third-party claims

Customer will defend and indemnify Antaris against a third-party claim to the extent it arises directly from Customer Content or Customer’s use of the service in material breach of clauses 5.2–5.4, provided that Antaris: promptly notifies Customer (unless this materially prejudices Customer); gives reasonable cooperation at Customer’s cost; and allows Customer to control the defence and settlement. Customer may not settle a claim in a way that admits fault by or imposes a non-monetary obligation on Antaris without Antaris’s consent, not to be unreasonably withheld. This does not apply to the extent the claim was caused by Antaris’s breach, negligence or infringement.

9. Force majeure

Neither party is liable for delay or failure to perform to the extent caused by events beyond its reasonable control, including natural disaster, epidemic, war, terrorism, civil disorder, labour dispute, government action, internet/telecommunications failure, utility failure or a material third-party infrastructure failure. The affected party will use reasonable efforts to mitigate and resume performance. Force majeure does not excuse payment for services already provided or a party’s confidentiality/data-protection obligations to the extent performance remains possible.

10. Notices, assignment and general terms

10.1 Notices

Antaris may give operational, billing and contractual notices to the email address associated with Customer’s account or by a clear in-service notice. Customer may give legal notices to Antaris at privacy@sergiosommelier.com, unless an order form states a different notice address. A notice is effective when received, except that an email received outside normal business hours is treated as received on the next business day in Brussels.

10.2 Assignment

Neither party may assign the agreement without the other party’s prior written consent, not to be unreasonably withheld, except that Antaris may assign it to an affiliate or in connection with a merger, reorganisation, sale of substantially all relevant assets or change of control, provided the successor assumes Antaris’s obligations. Customer may terminate the affected paid subscription before a transfer that materially and adversely changes its position, unless the transfer is legally required or does not materially affect Customer.

10.3 Independent parties; no waiver; severability

The parties are independent contractors. No waiver is effective unless in writing and applies only to the specific instance. If a provision is held invalid or unenforceable, it will be interpreted or replaced only to the minimum extent necessary, and the remaining Terms remain in effect.

10.4 Governing law and courts

These Terms and any non-contractual obligations arising from or connected with them are governed by Belgian law, excluding its conflict-of-laws rules.

The courts of Brussels, Belgium have exclusive jurisdiction over a dispute arising from or connected with these Terms, except where mandatory law requires another forum or permits a party to seek urgent interim relief from a competent court.

10.5 Entire agreement

The agreement is the entire agreement on its subject matter and supersedes prior proposals and communications on that subject. A purchase order or other customer document does not amend the agreement unless Antaris expressly agrees in writing. This clause does not exclude liability for fraud or override the DPA/order-form precedence in clause 1.1.

11. Contact

Questions about these Terms, the service or a subscription may be sent to privacy@sergiosommelier.com.