Terms and Conditions for Onde.Light

1. Introduction and Definitions

Onde.Light, a software solution provided by Ondemand Apps OÜ, a company incorporated and acting under the laws of the Republic of Estonia, registered office at 10145, Estonia, Tallinn, Tornimäe 7-36, registration code 14521027 ("we", "us", "our"). These Terms and Conditions ("Terms") are an agreement between you (“Client”) and us governing the use of the Onde.Light platform ("Service").

Definitions:

• Service: Onde.Light platform provided by us includes a web-based administrative panel ("My Hub"), a Driver application, a Passenger Webpage booking panel, and an Operator panel.
• Commission: 1.9% fee is charged on each completed ride made via the Service after the first 1000 rides. This limit (1000 free rides) is restored monthly (Section 4).
• Top-up Balance: Client's account balance for commission payments.

2. Acceptance of Terms

By registering for or using the Service, the Client agrees to comply with and be bound by these Terms. If the Client does not agree with these Terms, the Client must not use the Service.

3. Service Description

Service is a software provider that offers technical solutions for ride management and allows businesses to manage ride-hailing/delivery services. We are neither a transportation service provider nor do we employ drivers, handle passenger payments, manage driver eligibility, (or any interactions), or provide dispatch services.

Service provides software that enables Clients to:

• Manage drivers and assign ride orders.
• Allow passengers to book rides via the Passenger Webpage booking panel for passengers.
• Customize the Passenger Webpage booking panel for passengers and the Operator panel with their company logo and name.

4. Pricing and Payment

4.1 Free Usage
Upon registration, clients are entitled to 1000 free trips, with the count commencing from the date of the first actual ride. This entitlement is renewed monthly, reinstating (restoring) the limit of 1,000 free trips at the beginning of each calendar month.

4.2 Commission
After the first 1000 trips, a commission of 1.9% will be charged on each trip completed through the Service. Other commissions will not be imposed.

4.3 Top-up Mechanism

• Clients must maintain a positive account balance to continue using the Service.
  The minimum balance requirement is 0. No further rides can be processed through the Service if the balance falls below this threshold.
• Two methods are available for top-ups: (i) credit or debit card transactions, which are mainly processed immediately, and (ii) bank transfers, which require up to three business days for verification. Each billing cycle has a period of a month. If the account balance becomes negative, a grace period of seven days is granted to clear the outstanding debt. Failure to clear the debt within this period will result in the suspension of the Service, irrespective of the remaining duration in the billing cycle. Any suspended time will be credited to the current billing cycle upon restoration of the Balance. To avoid interruptions, clients may enable the auto-top-up feature, allowing automatic Balance replenishment. 

5. Account Management

5.1 Registration
To use the Service, clients must register on our website and create an account by providing accurate information about their business.

5.2 Accounts
Clients are prohibited from sharing access credentials, transferring them, or otherwise permitting any third party to use the Service.

5.3 Account Termination
Accounts may be terminated for cause as outlined below or under the general terms and conditions and Section 9. Upon termination, any remaining balance will be refunded.

5.4 Demo Mode
New clients may access a demo version of the Service for up to two weeks to familiarize themselves with its features before activating real-time ride management capabilities.

6. Branding and Customization

Clients may customize their Passenger Webpage booking panel, My Hub, and Operator panel by adding their own company logo, trademark and name. By doing so, clients grant Service a license to use their branding elements while they remain the Clients.

Beyond logo and name placement on the Passenger Web Page booking panel, My Hub, and Operator panel, no further customization options (e.g., user interface changes) are available.

7. Technical Support

Technical support is provided on an as-available basis without guaranteed response times. Support requests may be addressed to https://community.onde.app/, and our team will consider them when possible, but they are not guaranteed immediate attention.

Service includes data backup features as part of its standard service offering.

8. Liability Disclaimer

The Service constitutes exclusively a software solution. We explicitly disclaim any responsibility, liability, or obligations related to the actual transportation services, ride-hailing/ delivery operations, or any associated activities conducted using our Service.

This disclaimer encompasses, but is not limited to: (a) any direct, indirect, incidental, special, consequential, or punitive damages arising from the use of our Service; (b) any claims, losses, liabilities, or expenses arising from the relationship between Clients and their passengers, drivers, contractors, or any third parties; (c) any regulatory compliance issues or violations of local, national, or international transportation laws; (d) any personal injury, property damage, or financial losses occurring during or in connection with rides arranged through our Service; (e) the quality, safety, reliability, or legality of transportation services provided; (f) any disputes regarding payments, service quality, or customer satisfaction; (g) any employment or contractual relationships between Clients and their drivers or contractors; (h) any claims related to insurance coverage or lack thereof; (i) any system downtime, technical malfunctions, or service interruptions; and (j) any data loss or security breaches not directly attributable to our gross negligence.

Clients explicitly acknowledge and accept that they bear sole responsibility for ensuring compliance with all applicable transportation regulations; maintaining appropriate insurance coverage,; conducting proper driver verification and management,; handling customer service issues; resolving disputes; and implementing appropriate safety measures. This liability limitation shall be enforced to the maximum extent permitted by applicable law, and any liability not capable of exclusion under law shall be limited to the amount paid by Client to Provider in the preceding twelve months.

9. Termination of Access

9.1 Termination by Onde.Light
Onde.Light reserves the right to terminate or suspend Client's access to the Service without prior notice in cases including but not limited to:

• Failure to maintain a positive account balance.
• Violation of these Terms or any applicable laws.
• Misuse of the Service or unauthorized sharing of access credentials.
• Breach of any license agreements or intellectual property rights related to the Service.
• Providing false information during registration.

Onde.Light reserves the right to provide a grace period for remedying certain violations at its discretion before terminating access permanently.

9.2 Termination by any party
Any party to the Terms may terminate the Terms by 14 calendar days' written notice (including email notification inside the Service). Any positive Top-Up Balance after termination shall be refunded.

10. Data Collection and Privacy

The Service does not directly collect personal data from passengers; however, Clients may collect passengers' information using the Service (e.g., ride details). Clients are responsible for complying with applicable data protection laws when handling passengers', drivers', or third parties’ data.

11. Intellectual Property

All intellectual property rights in the software, including, but not limited to, trademarks, logos, designs, source code, and content provided through the Service, remain the property of us or our licensors.

Clients are granted a limited license to use the Service solely to manage their ride-hailing/delivery business during their subscription period.

12. Dispute Resolution

Any disputes arising between passengers and drivers must be resolved directly between those parties. Service plays no role in such disputes since we only provide software solutions and do not render transportation services.

In case of disputes between clients and Ondemand Apps OU regarding these Terms or our Service, efforts will be made to resolve matters amicably before resorting to legal action.

13. Modification of Terms

We reserve the right to modify these Terms at any time with a 30 days written notice by posting updated versions on our website, in-service messages, or emailing Clients. Continued use of the Service after changes have been made constitutes acceptance of those changes.

14. Governing Law

These Terms shall be governed by and construed under the laws of Estonia, without regard to its conflict-of-law provisions.

15. Hierarchy of Terms and Governing Provisions

In the event of issues not governed by the Terms, the general terms and conditions at onde.app/onde-terms-and-conditions shall apply subsidiarily. In case of inconsistencies between these Terms and the general terms and conditions, the Terms shall have precedence. A Client agrees to be bound by these Terms and the general terms and conditions.