General Terms of Sale (CGV)

Last updated: July 14, 2026

Waygrid is a brand operated by SOFTEAM CONSULTING, S.A.S.

1. Parties and scope

These general terms of sale (conditions générales de vente, the "CGV") are those of SOFTEAM CONSULTING, S.A.S. ("SOFTEAM CONSULTING", "we", "us", "our"), the company that operates the Waygrid platform and related services (the "Service"). They govern the sale of the Service to professional customers ("Customer", "you").

The Service is offered on a business-to-business basis only. It is not directed at consumers, and the provisions of the French Code de la consommation — including the 14-day right of withdrawal (droit de rétractation) and consumer-mediation (médiation de la consommation) — do not apply.

These CGV form the sole basis of the commercial relationship (socle unique de la négociation commerciale) within the meaning of Article L441-1 of the Code de commerce. Where an order form, quotation, or Master Services Agreement signed between the parties stipulates otherwise, that document prevails over these CGV for the matters it addresses.

2. Ordering and formation of the contract

The contract is formed when you accept a quotation or order form, or subscribe to the Service through the means we make available. Each order identifies the plan, the subscribed capacity or usage tiers, the term, and the applicable fees. Acceptance implies unreserved acceptance of these CGV.

3. The Service and service levels

We provide the Service as described in the applicable order form and documentation. Availability commitments and service credits are set out in our Service Level Agreement. Because the Service is provided electronically, there is no transfer of tangible property; risk associated with your own systems, configuration, and the traffic you route through the Service remains with you.

4. Prices

Prices are those set out in the applicable order form or quotation, or in our then-current price schedule (barème des prix unitaires). Unless stated otherwise, prices are expressed exclusive of tax (hors taxes, HT) in euros (EUR), and any applicable VAT or other taxes are added at the rate in force on the invoice date. Where agreed, prices may also be quoted in other currencies on the order form.

5. Discounts

Any price reductions (rabais, remises, ristournes) are those stated on the applicable order form or quotation and apply only under the objective conditions set out there. Unless expressly granted in writing, no early-payment discount (escompte) applies.

6. Payment terms

Unless a shorter period is stated on the order form, invoices are payable within 30 days of the invoice date. In accordance with Article L441-10 of the Code de commerce, the payment period may in no event exceed 60 calendar days from the invoice date (or 45 days end-of-month where expressly agreed); any longer term is void.

Payment is made by bank transfer to the account shown on the invoice.

7. Late payment

Any sum not paid by its due date bears late-payment penalties (pénalités de retard) payable automatically, from the day following the due date and without any reminder being required, at a rate equal to the European Central Bank's refinancing rate in force plus 10 percentage points (and in no case less than three times the French legal interest rate).

In addition, a fixed indemnity for recovery costs (indemnité forfaitaire pour frais de recouvrement) of €40 per invoice is due automatically from the first day of late payment, pursuant to Articles L441-10 and D441-5 of the Code de commerce. Where recovery costs actually incurred exceed this amount, we may claim additional compensation on production of supporting documents.

8. Reservation of title

Where any deliverable capable of ownership is supplied under an order, we retain title to it until full payment of the corresponding invoice. This clause does not affect the licence terms applicable to the Service, which is provided on a subscription basis and not sold.

9. Limitation of liability

To the fullest extent permitted by law, we are not liable for any indirect or consequential loss, including loss of profit, revenue, data, or goodwill. Our aggregate liability arising out of or in connection with the Service is limited to the fees paid by the Customer for the Service in the twelve months preceding the event giving rise to the claim. Nothing in these CGV limits liability that cannot be limited by law.

10. Force majeure

Neither party is liable for any failure or delay in performance caused by an event of force majeure within the meaning of Article 1218 of the French Code civil. The affected party informs the other without undue delay; if the event continues for more than 30 days, either party may terminate the affected order.

11. Data protection

Each party complies with applicable data protection law. Where we process personal data on your behalf in providing the Service, that processing is governed by our Data Processing Agreement.

12. Governing law and jurisdiction

These CGV are governed by French law. The parties will seek to resolve any dispute amicably; failing agreement, the dispute falls within the exclusive jurisdiction of the competent courts of Paris, France, including in the event of multiple defendants or third-party proceedings. Nothing in these CGV is intended to create a significant imbalance (déséquilibre significatif) between the parties' rights and obligations within the meaning of Article L442-1 of the Code de commerce.

13. Communication of these CGV

These CGV are made available to any professional buyer on request and are published here for transparency. They may be updated from time to time; the version in effect for an order is the one in force when the order is placed.

14. Contact

Questions about these CGV can be sent to [email protected] or by post to SOFTEAM CONSULTING, S.A.S., 45-47 boulevard Paul Vaillant Couturier, 94200 Ivry-sur-Seine, France.