Allgemeine Geschäftsbedingungen

These General Terms and Conditions of Sale ("GTC") govern the subscription to and use of the Droovi platform operated by Next Moove Solution, a French simplified joint-stock company (SAS) registered with the Nice Trade and Companies Register under number 938 107 968, with registered office at 106 avenue de la Californie, 06200 Nice, France, by professional clients ("Customer"). They apply to the exclusion of any other document, including the Customer's own purchase conditions. By creating an account, subscribing, or using the service, the Customer accepts these GTC without reservation. The use of the platform is further governed by the Terms of Use, which include the Data Processing Agreement.

1. Definitions

• Platform / Service: the Droovi SaaS dispatch solution, including the web dashboard, driver mobile applications, web ride-tracking apps, REST APIs and third-party integrations.
• Customer: the professional entity (transport company, VTC fleet or travel aggregator) that subscribes to the Service.
• Subscription: the Customer's paid access to the Service for a billing period.
• Order: any subscription taken out online or by signed quote.

2. Purpose and scope

The GTC define the conditions under which Droovi markets access to the Platform and the Customer subscribes to it. They are intended exclusively for professional clients acting for the purposes of their business.

3. Account and access

Access requires the creation of an account with accurate company, billing and contact information. The Customer is solely responsible for the accounts of its own users (managers, dispatchers, drivers, business providers) and for the actions carried out through them.

4. Free trial

Droovi offers a free trial of thirty (30) days, with no payment method required to start it. At the end of the trial, access is suspended unless the Customer subscribes to a paid plan. No automatic charge results from the trial.

5. Prices, billing and payment

Prices are those in force on the date of the Order, in euros and exclusive of tax. Subscriptions are billed monthly in advance; any volume-based or usage fees are calculated at the end of each billing cycle and invoiced in arrears. Payment is processed through our payment provider (Stripe) and is due upon receipt of invoice.

In accordance with articles L.441-10 and D.441-5 of the French Commercial Code, any late payment automatically gives rise to late-payment interest at three times the legal interest rate, plus a fixed indemnity for recovery costs of €40, without prior notice being required.

6. Price changes

Droovi may revise its prices. Any change is notified to the Customer at least thirty (30) days before it takes effect and applies from the next billing cycle. If the Customer does not accept the new price, it may terminate under the conditions of article 7 before the change takes effect.

7. Term, renewal and termination

The Subscription is entered into on a monthly basis without minimum commitment and renews automatically at the end of each month. The Customer may cancel at any time from the dashboard or by written notice to [email protected]; termination takes effect at the end of the current paid period. Sums already due for the period in progress remain payable and are not refunded.

Droovi may terminate the Subscription in the event of a serious breach by the Customer that is not remedied within fifteen (15) days of notice, without prejudice to article 11 (suspension).

8. Right of withdrawal

The Customer being a professional acting within the scope of its business, and a thirty-day free trial being offered before any payment, no right of withdrawal applies to Subscriptions.

9. Service levels and availability

Droovi targets 99.9% monthly availability, measured outside scheduled maintenance windows announced at least 48 hours in advance and outside cases of force majeure or third-party failures. The Service is provided on a best-efforts basis. Specific service-level commitments, where applicable, are set out in the relevant subscription plan.

10. Customer obligations

• Provide and keep up to date accurate company, billing and contact information.
• Use the Service in compliance with applicable laws, in particular transport, labour, consumer and data-protection regulations.
• Hold all authorisations and licences required for its transport activity.
• Keep credentials confidential and report any security incident without delay.
• Refrain from any use that could harm the integrity, security or availability of the Platform.

11. Suspension

Droovi may suspend access, after notice except in an emergency, in the event of non-payment, breach of the GTC or Terms of Use, or use that threatens the security or stability of the Platform. Suspension does not relieve the Customer of sums due.

12. Intellectual property

Droovi retains all rights, title and interest in and to the Platform, its software, databases and trademarks. The Customer is granted a non-exclusive, non-transferable right to use the Service for the term of the Subscription. No transfer of intellectual property rights is implied by the GTC.

13. Customer data and reversibility

Data uploaded or generated by the Customer remains the Customer's property. The Customer may export its data from the Platform at any time. Upon termination, the Customer has thirty (30) days to retrieve its data, after which Droovi may delete it, subject to legal retention obligations. The processing of personal data is governed by the Terms of Use and the Data Processing Agreement annexed thereto.

14. Confidentiality

Each party keeps confidential the non-public information received from the other and uses it only for the performance of the contract, for the term of the contract and two (2) years thereafter.

15. Warranties and liability

Droovi is bound by an obligation of means. Droovi's aggregate liability, all causes combined, is limited to the amounts paid by the Customer in the twelve (12) months preceding the event giving rise to the claim. Droovi is not liable for indirect or consequential losses, including loss of revenue, profit, data, or commercial opportunity. Nothing in these GTC excludes liability that cannot be excluded under applicable law.

16. Third-party services

The Platform relies on third-party services (in particular payment, mapping, messaging, hosting and accounting providers). Droovi is not liable for the unavailability or malfunction of these third-party services beyond its reasonable control.

17. Force majeure

Neither party is liable for any failure to perform due to an event of force majeure within the meaning of article 1218 of the French Civil Code (including internet outages, strikes, or failures of third-party providers).

18. Changes to the GTC

Droovi may amend the GTC. The Customer is informed at least thirty (30) days before the new version takes effect. Continued use of the Service after that date constitutes acceptance.

19. Governing law and jurisdiction

These GTC are governed by French law. Failing amicable resolution, any dispute is subject to the exclusive jurisdiction of the Tribunal de Commerce of Nice, notwithstanding plurality of defendants or third-party claims.