Terms of Sale

1. Preamble and purpose

These Terms of Sale (the “Terms of Sale”) govern the financial terms applicable to WheelTrust's paid plans (Premium, Business).

They supplement the Terms of Use and the privacy policy. In the event of a contradiction, these Terms of Sale prevail for strictly financial matters.

The Seller is IT EXPERT SERVICES SAS (see Legal notice). The Buyer is any adult natural person or legal entity subscribing to a paid plan.

2. Description of paid plans

2.1 Plans

The detailed features of each plan and the number of vehicles included are described in the Terms of Use, section 4.

Paid plans and invited Accounts include automatic reading of documents up to a limit of 1,000 pages per subscription year, counted from the subscription date (or from the plan's activation date for invited Accounts) and renewed on each anniversary date, with a maximum of 10 pages per document. During a trial period, this volume is limited to 100 pages; pages used during the trial are deducted from the annual volume if you subscribe.

The free plan also includes automatic reading of documents, up to a limit of 500 pages per year, with the same maximum of 10 pages per document. This volume is counted from the Account's creation date (or, for an Account that previously held a paid or invited plan, from that plan's own renewal or activation date) and renewed on each anniversary date. The free plan does not include a trial period: the 100-page limit above does not apply to it.

2.2 VAT

The prices of the Free and Premium plans include VAT at the rate in force (20% as at the date these Terms of Sale were last updated). The prices of the Business plan are stated excluding tax, under the conditions of Article 2 bis. In the event of a change in the rate, the Publisher will pass on its impact, upward or downward, from the next renewal. Online subscription applies French VAT. For Buyers liable for VAT in another Member State of the European Union, the reverse charge is applied on request, after verification of a valid identification number, under the conditions of Article 2 bis.3.

2 bis. Business plan

2 bis.1 Purpose, eligibility and organisation of access

The Business plan is intended for legal entities and natural persons acting for purposes falling within their commercial, industrial, craft, professional or agricultural activity. By subscribing to it, you declare that you are acting for professional purposes and, if you are subscribing on behalf of a legal entity, that you have the authority to bind it. This declaration is expressly requested of you at the time of subscription.

The Business plan organises access to the Organisation's records according to three Roles, which the Organisation itself assigns to its Members:

• the Fleet Manager administers the Organisation: they access all of its records, invite Fleet Administrators, Drivers and other Fleet Managers, create fleets and records, assign a record to a fleet or to a Driver, and remove a Member from the Organisation;
• the Fleet Administrator accesses the records of the fleets assigned to them, invites Drivers and assigns or withdraws the records of these fleets to or from them;
• the Driver accesses the records assigned to them and may create a record.

An Organisation may have several Members in each Role. Each record is assigned to at most one Driver. All three Roles may log service entries and upload documents to the records they access; every entry keeps a record of its author.

Ownership of records. Records kept under the Business plan belong to the Organisation, not to the Members. Any record created by a Member from their Account while they are linked to an Organisation belongs to that Organisation. A Member who wishes to keep a personal record uses a separate Account, opened with their personal address. Records that a Member owned before joining an Organisation remain theirs; transferring them to the Organisation requires an explicit action on their part and is final.

Removing a Member immediately ends their access. The entries they made remain in the Organisation's records, to which they belong.

2 bis.2 Price

The Business plan is invoiced annually, according to the following grid, in cumulative tiers:

The tiers are cumulative: each vehicle is charged at the rate of its tier, and the base package remains due whatever the number of vehicles. For example, a fleet of 30 vehicles comes to €499 + (10 × €24) = €739 excl. VAT per year; a fleet of 75 vehicles to €499 + (30 × €24) + (25 × €21) = €1,744 excl. VAT per year. The base package is due in full even if the fleet has fewer than 20 vehicles.

The prices of the Business plan are stated excluding tax. VAT at the rate in force is added at the time of invoicing, under the conditions of Article 2 bis.3.

2 bis.3 VAT and EU VAT number

The prices of the Business plan are stated excluding tax. Online subscription is reserved for Organisations established in France: French VAT at the rate in force is added to the price excluding tax at the time of payment and appears separately on the invoice. Your Organisation is identified by its SIRET number, provided when it is opened; when subscribing, you are asked for your EU VAT number, optional where your SIRET number has been provided. You warrant the accuracy of this information, which is shown on your invoices. If your Organisation is established in another Member State of the European Union or outside the Union, subscription is not available online: contact us. The applicable VAT regime, in particular the reverse charge by the customer provided for in Article 196 of Directive 2006/112/EC for taxable persons established in another Member State, is then applied on quotation, after verification of your identification number, and the invoice bears the corresponding mention.

2 bis.4 Online subscription and support

The Business plan is subscribed to online: at your request, we open your Organisation's space, from which a Fleet Manager subscribes to and pays for the subscription. Beyond 100 vehicles, online subscription remains possible, but we strongly recommend contacting us beforehand to make it easier to integrate your existing fleet: support, change management, training and integration of the tool into your ecosystem.

2 bis.5 Interaction with the other articles of these Terms of Sale

The articles of these Terms of Sale apply to the Business plan, subject to the following clarifications:

• the right of withdrawal in Article 7 is reserved, by law, for persons who have the status of consumer or, in the cases provided for by the French Consumer Code, of non-professional; as the Business plan is reserved for professional use, it does not apply to its subscription;
• automatic renewal (Article 5) applies; the renewal reminder e-mail described in Article 5.1 is sent to you under the same conditions, including where the law does not require it, as is prior notice in the event of a price change (Article 5.3);
• consumer mediation (Article 12.2) is reserved for consumers; disputes relating to the Business plan are governed by Articles 12.1, 12.3 and 12.4;
• the trial period in Article 4.1 and the promotional codes in Articles 4.2 to 4.4 do not apply to the Business plan, unless expressly offered otherwise at the time of subscription;
• the actions that Articles 5.2 and 9.1 describe from your personal space are, for the Business plan, requested in writing at contact@wheeltrust.io, by a Fleet Manager; deactivating renewal and terminating take effect at the current expiry date, free of charge, and the Organisation retains access to the plan until the end of the paid period;
• adding vehicles is done from the Organisation's space, pro rata to the time remaining in the current period (Article 8.1); reducing the number of vehicles is requested in writing and takes effect at the next expiry date (Article 8.2);
• the Organisation's invoices are issued by our payment provider and sent to the Organisation's billing e-mail address (Article 6.1); they do not appear in Members' personal spaces;
• in the event of payment failure (Article 3.3), access to the fleet is maintained during further payment attempts; there is no Free plan for an Organisation, and no automatic switch to another plan is applied to it; on the day the Organisation's subscription ends, no data is deleted and the Organisation's records remain viewable, but the plan no longer covers any vehicle until a new subscription is taken out.

2 bis.6 Members' personal data

The Organisation is data controller for the data it manages in the tool for its fleet; WheelTrust processes it on the Organisation's behalf, under the terms of the data processing agreement (Article 28 of the GDPR) available at wheeltrust.io/dpa-entreprise, which forms an integral part of these Terms of Sale for the Business plan and which you accept by subscribing. WheelTrust remains data controller for the processing of its users' accounts, their authentication, the security of the service and its invoicing. The terms applicable to Members are described in the privacy policy.

3. Price and payment methods

3.1 Payment methods

Payments are processed by Stripe Payments Europe Ltd, an authorised payment institution. The accepted methods are:

• Visa, Mastercard and American Express payment cards;
• Apple Pay;
• Google Pay;
• SEPA direct debit;
• PayPal.

WheelTrust does not itself store any card data. Payment data is transmitted directly to Stripe in encrypted form and kept on its PCI-DSS compliant servers.

3.2 Payment security

All payments are secured in accordance with the PCI-DSS standard and Directive (EU) 2015/2366 on payment services (PSD2), including strong authentication (3D Secure 2).

3.3 Payment failure

• a notification is sent to you by e-mail immediately;
• three payment attempts are made over a period of 14 days;
• during this period, your access is maintained;
• once the attempts are exhausted, the subscription automatically switches to the Free plan, with no deletion of your data.

4. Trial period and promotional codes

4.1 Trial period

When you subscribe to the Premium plan, you benefit from a 30-day trial period, with prior authorisation of your payment card (with no immediate charge). At the end of this period, the annual amount is charged. You may terminate at any time during the trial period without any amount being charged to you.

4.2 Promotional code (no payment card)

The Publisher may offer promotional codes allowing you to subscribe without entering a payment card. Where applicable:

• you benefit from the plan for the period provided for by the code;
• when the code expires, your Account automatically switches to the Free plan, with no paid renewal and no action on your part;
• you may switch to a paid plan at any time by entering a payment method.

4.3 No stacking of promotional codes

Where applicable, promotional codes follow the “first granted, first applied” rule: only one code may be active at any given time. A new code can only be applied once the previous one has expired. Using several codes in parallel, by creating multiple accounts, is prohibited and constitutes a serious breach of the Terms of Use.

4.4 Codes distributed by our partners

Some codes are distributed by partners in the WheelTrust affiliate programme (content creators, automotive professionals, clubs). A partner code is used like a referral code: it is entered when the Account is created, and it cannot be combined with any other code. The terms specific to each partner, including their remuneration, are the subject of a separate contract between the partner and IT EXPERT SERVICES SAS, and are described in section 11 bis.

5. Automatic renewal

5.1 Principle

Paid subscriptions are automatically renewed at expiry, for an identical period, at the rate in force. In accordance with Article L215-1 of the French Consumer Code, a renewal reminder e-mail is sent to you between 3 months and 1 month before the date of tacit renewal, for contracts of at least 12 months.

5.2 Deactivating automatic renewal

You may deactivate automatic renewal at any time from your personal space (“My subscription” > “Manage renewal”). Deactivation takes effect at the next expiry date; you retain access to the plan until the end of the paid period.

5.3 Price changes

In the event of a price increase, you are informed of it by e-mail at least 60 days before the renewal date. You may refuse the increase by terminating before the expiry date, free of charge and with a pro-rata refund for the unused period.

6. Invoicing

6.1 Issuing invoices

For each actual payment (subscription, renewal), a compliant invoice is issued and sent to you by e-mail. Your invoices are also available from your personal space (“My subscription” > “My invoices”).

6.2 Mandatory particulars

Invoices include all the required legal particulars (Article L441-9 of the French Commercial Code (Code de commerce) and Article 242 nonies A of the French General Tax Code (Code général des impôts)): identity of the Publisher and the Buyer, dates, designation of the plan, price excl. VAT, VAT rate and amount, price incl. VAT, payment terms.

6.3 Retention

Invoices are kept for 10 years in accordance with Article L123-22 of the French Commercial Code.

7. Right of withdrawal

7.1 Principle

In accordance with Articles L221-18 et seq. of the French Consumer Code, you have a withdrawal period of 14 days from taking out a subscription, without having to give a reason or pay a penalty.

7.2 Express waiver of the right of withdrawal

The WheelTrust Service is a digital service performed immediately. In accordance with Article L221-28, 13° of the French Consumer Code, the right of withdrawal does not apply where performance of the service has begun with your prior express agreement, you have expressly waived your right of withdrawal, and you acknowledge that you have lost this right.

At the time of subscription, a mandatory checkbox, not pre-ticked and separate from acceptance of the Terms of Use/Terms of Sale, asks you to expressly acknowledge that:

“I request immediate performance of the service and acknowledge that, as a result, I lose my right of withdrawal, in accordance with Article L221-28, 13° of the French Consumer Code.”

If you do not tick this box, access to the Service is deferred until the 14-day period expires, and you retain your right of withdrawal during this period.

7.3 How to exercise the right of withdrawal

If you have not waived your right of withdrawal, you may exercise it within 14 days:

• either by completing our online withdrawal form, which is accessible and based on the official model in the Annex to Article R221-1 of the French Consumer Code;
• or by notifying your decision by e-mail to contact@wheeltrust.io, stating your surname and first name, your Account e-mail, the subscription date, the plan, and the clear statement “I wish to exercise my right of withdrawal”.

Full reimbursement is made within a maximum of 14 days from receipt of your notification, using the same payment method as the one used when you subscribed.

8. Changing your subscription

8.1 Upgrading

You may move from a lower plan to a higher plan at any time, from your personal space. The amount is calculated pro rata to the time remaining on your current plan and charged immediately to your registered payment method.

8.2 Downgrading

You may move to a lower plan at the next expiry date, with no pro-rata refund for the current period. If the destination plan involves limits (for example, moving from Premium to Free with more vehicles than the Free plan includes), your data is not deleted: the excess vehicles switch to read-only access until you return to a plan that covers them.

8.3 Fair use of the Premium plan

The Premium plan does not limit the number of vehicles, and this absence of a limit is not just a form of words: if you use WheelTrust for private purposes, for your own vehicles or those of your family or friends, you have no number to watch. No cap will be applied to you, whatever the number of records you keep.

Only one situation calls for something different, and that is professional use. If you use WheelTrust as part of a professional activity and you track more than a dozen vehicles, you are carrying out fleet management: the Business plan is the one that matches this use, and it is designed for it.

We would rather tell you why than simply state it without explanation: beyond this volume and in this context, an Account costs us more than it brings in, because every vehicle tracked uses storage and processing that we pay for by usage. Rather than degrading the service for everyone, or displaying a limit we do not enforce, we prefer to offer you the plan made for your situation.

In that case, we will contact you to suggest switching. No data is deleted, no access is automatically cut off, and no vehicle becomes inaccessible on the sole basis of this number: this clause opens a conversation, it does not trigger a block.

The Account nonetheless remains personal: you may use it to keep records for vehicles that are not your own, but your login credentials are not to be shared with other people. If several people need to access the same records, that is precisely what the Business plan organises, with its distinct access levels.

The Business plan is subscribed to online, from the Organisation's space that we open at your request; its financial terms, including the pricing grid, are set out in the Terms of Sale. Beyond 100 vehicles, online subscription remains possible, but we strongly recommend contacting us beforehand to make it easier to integrate your existing fleet: support, change management, training and integration of the tool into your ecosystem. In all cases, no change of plan is applied to you without your agreement.

9. Termination

9.1 Termination by you

You may terminate at any time, free of charge, from your personal space:

• if you terminate during the trial period: no amount is charged;
• if you terminate during a paid subscription: termination takes effect at the end of the paid period, with no automatic refund (Article L215-1 of the French Consumer Code), except in the cases in section 10.

9.2 Termination by the Publisher

The Publisher may terminate your subscription with 30 days' notice for any legitimate reason, or without notice in the event of a serious breach of the Terms of Use or proven fraud. In the event of termination for a serious breach on your part, no refund is due. In the event of termination on the Publisher's initiative without any breach on your part, a pro-rata refund is made for the unused period.

10. Refunds

10.1 Cases for a refund

A refund may be granted in the following cases:

• exercise of the right of withdrawal (see section 7);
• termination by the Publisher with no breach on your part;
• refused price increase (pro rata);
• extended unavailability of the Service attributable to the Publisher (beyond the target availability);
• invoicing error;
• goodwill gesture, at the discretion of support.

10.2 Terms

Refunds are made using the same payment method as the one used when you subscribed, within a maximum of 14 days from approval.

11. Referral programme and record transfers

The benefits of the referral programme and record transfers, described in the Terms of Use, sections 10 and 11, take the form of free months, with no monetary consideration. These benefits cannot be converted into money and cannot be combined with a refund.

11 bis. Partner programme (affiliation)

11 bis.1 Application

The partner programme is open to individuals and organisations able to introduce WheelTrust to an audience or a customer base. Applications are submitted from the Partnership page. Submitting an application does not constitute acceptance or a promise of remuneration.

11 bis.2 Approval

We review each application and respond to it. Entry into the programme is at our sole discretion, and takes effect only when we provide you with your partner code. We may refuse an application without having to give reasons.

11 bis.3 Your code

Your code is personal to you, it is named and may not be transferred, resold or used by a third party for their own benefit. It may not be distributed by automated means, or on platforms where its distribution would be unfair or misleading. We may deactivate a code at any time: a deactivated code stops attributing new registrations, without erasing the history already built up.

11 bis.4 Commissions

A commission is due to you when a person registered with your code subscribes to a paid plan.

• The commission is calculated by applying your rate to the price of the plan subscribed to, as in force at the time of subscription.
• It is due once per referred person, on their first paid subscription. Subsequent renewals and plan changes do not generate a new commission.
• Your rate is personal to you. It is set out in the partner contract, it is not public, and it does not prejudge any other partnership.
• A registration that does not lead to a paid subscription generates no commission.

A commission is cancelled if the subscription that generated it is withdrawn from, fully refunded, or if it results from fraud.

11 bis.5 Invoicing and payment

Commissions are calculated and tracked in our tools; their payment is made by a separate transfer, it is not automatic.

To be paid, you provide us with the information needed for a regular payment: legal form, company name, SIRET number or equivalent identifier, EU VAT number or exemption statement, billing address and e-mail address, and bank details. This information is kept securely, and your bank details are encrypted.

You are responsible for your tax and social security obligations in respect of the sums received, and in particular for invoicing your commissions if your status requires it.

The frequency of payments, any triggering threshold, the payment period and the format of supporting documents are specified in the partner contract.

11 bis.6 Changes to and end of the partnership

Either party may end the partnership at any time, by simple written notice. Commissions due for subscriptions predating the end of the partnership remain due, subject to section 11 bis.4. We may change the terms of the programme for the future, with 30 days’ notice given by e-mail.

11 ter. Assignment of the contract

IT EXPERT SERVICES SAS may assign or transfer this contract, together with the rights and obligations arising from it, to any company it controls, that controls it, or that takes over operation of the WheelTrust service, in particular as part of a contribution of assets, a merger, a demerger or a transfer of business.

You will be informed of this by e-mail at least 30 days before it takes effect. This assignment does not change the price, the term, or the conditions of your subscription, or your rights, including the terms for charging your registered payment method. If the assignment were to result in a reduction of your rights, you could terminate your subscription under the conditions of section 9.

12. Disputes, mediation and competent courts

12.1 Amicable resolution

In the event of a dispute, you are invited to contact support first: contact@wheeltrust.io. A response will be provided to you within 5 business days. Customer satisfaction is our priority, and we strive to resolve any dispute directly and amicably.

12.2 Consumer mediation

In accordance with Articles L611-1 and L612-1 of the French Consumer Code, in the event of a dispute not resolved after an attempt at amicable resolution, you will be able to refer the matter free of charge to a consumer mediator. A consumer mediator will be appointed shortly. This section will be updated accordingly.

12.3 Governing law

These Terms of Sale are governed by French law.

12.4 Competent courts

Failing amicable resolution:

• Consumers: the competent court is the one for the place where you resided when the contract was entered into or when the harmful event occurred (Article R. 631-3 of the French Consumer Code);
• Businesses: the Commercial Court of Meaux (Tribunal de commerce de Meaux), the jurisdiction of IT EXPERT SERVICES SAS's registered office, notwithstanding multiple defendants or third-party proceedings.

12.5 Severability

If a provision of these Terms of Sale is held to be void or unenforceable, it shall be deemed not written, without such nullity affecting the validity of the other provisions.

The standard withdrawal form is available on the dedicated Withdrawal page.