Our general terms and conditions for the use of business customer rates
for the easybell GmbH
Amtsgericht Charlottenburg HRB 137060
NOTE: This is a translation of the German version of easybell’s general terms and conditions. Please note that only the German version is legally binding.
1. Scope and amendments
These terms and conditions shall apply exclusively to our services. They are an integral part of all contracts that we conclude with our customer for the deliveries and services offered by us. They also apply to all future services, deliveries or offers to our customer, even if they are not separately agreed upon again. Even if no further reference is made to them when concluding similar contracts, the General Terms and Conditions of easybell GmbH shall apply exclusively in the version available at easybell.com at the time of the customer’s declaration, unless the contractual partners agree otherwise in writing. Terms and conditions of the customer or third parties shall not apply, even if we do not separately object to their validity in individual cases. Even if we refer to a letter that contains or refers to the customer’s or a third party’s terms and conditions, this does not constitute an agreement to the validity of those terms and conditions.
The content of the contract between easybell and the customer is based exclusively on the content of the order, the price list, the respective product descriptions and these terms and conditions. In the event of contradictions in the individual documents, the documents shall apply in the aforementioned order.
easybell is entitled to make changes to these general terms and conditions of business. easybell will only make these changes for good cause, in particular due to new technical developments, changes in case law, changes in legislation or other equivalent reasons. If the change results in the customer being placed in a worse position, easybell must notify the customer of the change no later than six calendar weeks before it comes into effect. The customer can object to the change within a period of four calendar weeks after receipt of the notification, otherwise the change is deemed to have been approved. easybell will point this out separately in the notification of the change.
2. Scope of services and costs
2.1. orders with VoIP connection / Business SIP Trunk in Austria
easybell provides customers with a VoIP connection. The connection enables the customer to connect to the easybell SIP server via SIP using a suitable Internet access. Premium services (0900, directory assistance) and foreign destinations that are frequently abused for telephone fraud cannot be accessed via the easybell network. Blocked foreign destinations (except premium or service numbers) can be unlocked upon signing a consent releasing easybell from liability for the costs of telephone fraud.
It is possible to send and receive faxes via the easybell network. For this purpose, easybell supports T.38, provided that all communication components involved also support T.38. If this is not the case, easybell transmits using codec G.711. In this case, or if the connection quality is insufficient, the transmission of pages may be interrupted or incomplete.
The customer has the option of retaining his or her telephone number from another provider. easybell does not charge the customer for the incoming porting. Once the connection has been completed, the customer can request a telephone directory entry for each telephone number. The entry is free of charge.
The customer has the option of transferring his or her telephone number or telephone number block from easybell to another provider. The costs of these outgoing portings depend on the national requirements of the regulatory authorities. In Austria, they are generally free of charge.
2.2. Orders with Teams Connector
With the Teams Connector, you can integrate your SIP trunks into Microsoft Teams and thus run all communication via Microsoft Teams. You can use this with easybell phone numbers as well as with phone numbers from other providers. The prerequisite is a functioning SIP Trunk. The current prices and conditions can be found in our price list. The Teams Connector can be cancelled in the personal area on the easybell.com website at any time at the end of the month, but not retroactively. If you cancel by e-mail, letter or fax, there is a cancellation period of 7 days to the end of the month.
2.3 Service quality and availability
easybell will provide the services to the customer as quickly as possible. Provision dates and delivery periods are only considered binding if they have been confirmed to the customer in writing as binding. Deadlines and dates agreed as binding shall be postponed by a reasonable period of time in the event of a temporary and unforeseeable impediment to performance for which easybell is not responsible. easybell shall ensure the proper operation of the services offered within the scope of its operational and technical possibilities. Insofar as easybell procures preliminary services from third parties, no influence can be exerted on the quality and availability of these services and therefore no warranty can be assumed. easybell may restrict access to the services if this is required for the security of network operations, the maintenance of network integrity, in particular the avoidance of serious disruptions to the network, software or stored data.
The easybell systems have a minimum availability of 99% averaged over 365 days a year. The Teams Connector is considered available if both a trunk and Microsoft Teams Direct Routing can be connected. The SIP server has a minimum availability of 99% averaged over 365 days per year. The SIP server is considered available when the customer can connect to the server.
Maintenance, installation and conversion times are explicitly excluded from the calculation of system availability. Transmission quality and availability may be limited by the technical conditions of other telecommunications networks, in particular the SIP trunk providers used, Microsoft Teams Direct Routing, the Internet connection used by the customer and its other hardware and software. These factors are not within easybell’s sphere of influence and responsibility.
2.4. Technical and organizational measures in the event of security incidents, threats or gaps
easybell takes the following measures, among others, to respond to security incidents, security threats and security gaps:
- Compliance with or regular updating of technical guidelines and applicable standards.
- Protection of data stored on easybell’s servers in accordance with the current state of technology.
- Regular checking of the technical equipment used for possible security vulnerabilities in order to identify and rectify possible threats or vulnerabilities at an early stage.
- Ongoing information about published security vulnerabilities.
- Regular monitoring and maintenance of the technical equipment used and automatic monitoring of the main systems around the clock, 365 days a year, and thus the ability to react quickly to acute security or integrity breaches at any time
- Operation of our own Network Operation Center, which, among other things, monitors the main network platforms and systems.
- Implementation of current technical guidelines and standards aimed at implementing technical measures to ensure integrity, i.e., among other things, to be able to recognize corrupt data as such and, if necessary, to carry out a re-transmission of data.
- Informing affected customers of a breach of security or integrity.
- Implementation and integration of an emergency concept.
- Responding appropriately to the discovery of vulnerabilities and security gaps of any kind, and depending on their severity, informing the regulatory authority and, if applicable, the public.
- Setting up all necessary technical and organizational measures to ensure that the security and integrity of the easybell services comply with the respective state of the art as well as the respective legal requirements.
3. Conclusion and termination of the contract
3.1. Conclusion of the contract
By placing an order, the customer submits an offer to conclude a contract with easybell. A contract is concluded by easybell’s acceptance of the order in text form, but no later than the activation of the service. For the written acceptance, the customer receives a declaration of acceptance referred to as „order confirmation“.
3.2. Term of contract and ordinary termination
The term of the contract shall be determined primarily by the service description. If nothing else is specified there, the contract has no minimum term. Cancellations can be ordered in the personal area of the website or require text form (e-mail, letter or fax).
3.3. Extraordinary termination
The right to extraordinary termination shall remain unaffected. An extraordinary right of termination for good cause shall exist in particular if one party culpably breaches its obligations under the contractual relationship and the other party cannot reasonably be expected to wait for the expiry of the notice period.
Good cause shall be deemed to exist, among other things, if the customer registers with easybell under a false name or false identity, misuses the service as defined in Section 4, remains in default of payment despite a reminder, or if insolvency proceedings are opened against the customer’s assets or the customer files an application for the opening of insolvency proceedings.
4. Obligations of the customer
4.1. Information obligations upon conclusion of the contract
The customer shall provide easybell with all information required to process the service provision.
easybell handles customer communication exclusively by e-mail. The customer undertakes to provide their own valid e-mail address when registering, to check this regularly and to inform easybell immediately of any changes to their e-mail address.
The customer is obliged to provide his exact address („home address“) in order to ensure location recognition when dialing emergency numbers. If the customer dials an emergency number from another location (so-called nomadic use), location recognition is not guaranteed. The emergency call center must be informed of the location. So-called „gasp calls“ are not possible.
A functioning Internet connection is a prerequisite for placing an emergency call.
If possible, the customer should use a more suitable communication medium for emergency calls that are not made from his or her stored home address in order to enable the emergency call center to identify the location.
If emergency calls are triggered in the case of nomadic use, there may be consequential costs due to the alerting of a locally non-responsible emergency call center, e.g. because the fire department goes out to the wrong location. In the case of nomadic use, the customer is obligated to pay for consequential costs due to emergency calls triggered outside the specified location.
The customer undertakes to inform easybell immediately of any changes relevant to the contract. In particular, this includes a change of business domicile, a change of bank account or e-mail address.
4.2. Duties during establishment, operation and fault clearance of the service
The customer undertakes to provide easybell with appropriate support so that services can be provided in accordance with the contract. In particular, the following obligations apply:
- The customer is responsible for the installation, operation and maintenance of the third-party systems required for easybell’s services, in particular Microsoft Teams and the connected telephone lines.
- The prerequisite for fault clearance is that the customer reports faults to easybell without delay. The fault period begins when easybell is notified.
- The customer must provide appropriate assistance in the event of a fault clearance by easybell customer service. In particular, the customer must create the conditions for the required analyses and, if necessary, adjust the configurations in accordance with the customer service’s instructions.
- If the customer is responsible for the malfunction reported by him or if a malfunction reported by the customer does not actually exist, the costs incurred by the elimination of the malfunction shall be borne by him.
- The customer undertakes not to make any attempts to manipulate or misuse the services provided by easybell.
- The customer must take appropriate security measures against the unwanted and improper use of the easybell service by third parties.
- The customer undertakes to keep access data confidential and secure and not to disclose it to third parties.
- The customer agrees that easybell may use third parties at any time to fulfill the contract if the provision of the service makes this necessary.
4.3. Duty to operate in compliance with the law
The customer is obligated not to use the services offered by easybell for purposes that contradict the legal provisions or regulations of the respective country or these terms and conditions:
- In particular, no legally prohibited, unsolicited information may be transmitted, such as unsolicited and unsolicited advertising. No illegal contact may be made by means of telecommunications and no information with illegal or immoral content may be transmitted or referred to.
- The customer shall indemnify easybell against all claims made by third parties against easybell on the basis of the customer’s use of easybell services that is contrary to contract, morality or law and culpable. The same applies to the costs of a legal defense by easybell required in this context.
- When making calls via the Service, the Customer undertakes not to transmit any telephone numbers that have not been assigned to it for use.
- The customer shall immediately inform all co-users of the easybell telephone connection belonging to the company and future co-users that the connection data of the VoIP connection (EVN) will be disclosed to the customer as part of the billing process, if this has been ordered.
- The customer acknowledges that easybell cannot exercise control over the content of data that is transported via the network. easybell is therefore not liable for the content of data, neither for data sent by customers nor for data sent by third parties. The customer must take appropriate protective measures for its computer(s) itself.
4.4. Obligation to operate in accordance with the contract
- The customer shall not resell the services to third parties without the prior written consent of easybell („reselling“). Third parties within the meaning of this provision also include companies affiliated with the customer within the meaning of § 15 et seq. German Stock Corporation Act (Aktiengesetz).
- The customer shall not establish any connections to geographical local numbers that serve any purpose other than the establishment of direct voice or fax connections to other subscribers, in particular no connections where the customer or a third party is to receive pecuniary benefits based on the duration of the connection. This includes, in particular, telephone numbers that are used by computers to transmit data or voice, advertising hotlines and chat services.
- Products for which services are paid for on a flat-rate basis (e.g., flat rates) shall not be offered to providers of value-added services and telecommunications services and shall not be offered to providers and operators of mass communications services, in particular providers or operators of fax broadcast services, call center services, telemarketing services and market research services. Flat-rate services may not be used for the aforementioned applications and furthermore may not be used for the permanent networking or connection of locations or telecommunications systems, for machine-to-human communications.
5. Charges, invoicing and objections
easybell invoices the customer for the services provided including German value added tax. If a customer from the European Union (other than Germany) provides its VAT ID, the VAT is not charged and the liability for tax is transferred to the recipient of the service.
The customer’s obligation to pay shall apply to all connections from his VOIP line whose use he has enabled, permitted or tolerated, i.e. also to connections caused by third parties, unless the customer is not responsible for the use. The customer shall be responsible for proving that he is not responsible for the use.
easybell is entitled to change its charges at its reasonable discretion and within reason, while maintaining the equivalence ratio, with at least six weeks‘ notice if the prime costs on which the contract is based (in particular purchase prices) change.
In the event of price increases, the customer shall have an extraordinary right of termination, which shall take effect at the time of the relevant change in charges. If the customer does not exercise this right of termination within four weeks of receipt of the notification, the change is deemed to have been approved. easybell shall expressly point this out again in a notification.
In the event of changes to the sales tax, easybell is entitled to adjust the charges in accordance with the change without this resulting in a right of termination on the part of the customer.
5.2 Form of invoicing
easybell creates invoices exclusively as PDF files by e-mail or for download via the personal area of the website. The creation of a „paper invoice“ is not possible.
The customer is advised that confidential data transmission of invoices via the Internet cannot be guaranteed. For this reason, easybell invoices do not contain an itemized bill. If requested, the customer can access this separately via the customer portal.
The mandatory information on the invoice (§ 14 para. 4 UstG of the Federal Republic of Germany) is included on the invoice based on the information provided by the customer in their easybell customer account. The customer is obligated to keep this information up to date. easybell is not obligated to create invoices that deviate from this information.
One-time services are billed after completion of the service actions, basic fees for recurring services are billed monthly in advance, and usage-based fees are billed monthly after the technical data is available. Voice calls are billed on a per-minute basis unless otherwise specified in the rate. If the product is extended during a billing period, the additional charges will be billed pro rata with the next billing.
The invoiced remuneration is due upon receipt of the invoice by the customer. The first billing month begins on the day of the operational activation of the service. The operational activation is not dependent on the existence of components that are necessary for the use of the service, but which must be provided by the customer, such as the appropriate Microsoft Teams license.
The choice of payment method is made as part of the order or can be changed in the customer portal. Changes only apply to future invoices The payment method for an invoice that has already been issued can no longer be changed. The payment methods available for selection are direct debit or bank transfer after invoicing.
Payment of charges by direct debit requires the customer’s consent. The period for pre-notification shall be reduced to three days. The customer warrants to ensure that the account is covered. In the event of return debit notes for which the customer is responsible, easybell shall charge the costs incurred for each return debit note unless the customer can prove that no damage or a significantly lower amount of damage has been incurred. Upon receipt of a return debit note, easybell will switch to payment by invoice.
In the event of periodic invoicing with varying invoice amounts, the customer’s account will be debited no earlier than five days after receipt of the invoice. If the customer chooses to pay by invoice, the full invoice amount must be transferred within ten days of the invoice being issued, unless a different payment period has been agreed. Repayment shall only be made if the customer has sufficiently indicated the purpose of payment (in particular the invoice number) when making the payment. Each invoice must be paid individually. A collective transfer or the transfer of lump sums is not possible.
Objections to invoice amounts must be made in writing by e-mail, letter or fax within eight weeks of receipt of the invoice and must be substantiated. If objections are not raised within this period, the invoice is deemed to have been approved by the customer. easybell will point out this legal consequence in the invoices. The due date of the invoice amount is not affected by the raising of objections.
The customer may only offset undisputed or legally established claims against claims of easybell.
easybell is entitled to prevent the use of the services in whole or in part in accordance with the relevant provisions (§ 143 TKG of the Republic of Austria or § 45k TKG of the Federal Republic of Germany) (blocking).
7. Reservation of ownership
In the event of the sale of hardware or software licenses („goods“), easybell retains ownership until the agreed purchase price has been paid in full. In the event of access to these goods by third parties, the customer shall inform the third party of easybell’s ownership and notify easybell immediately so that easybell can enforce its ownership rights.
easybell is liable for claims for damages by the customer based on injury to life, limb or health and for claims for damages arising from the breach of essential contractual obligations. Material contractual obligations are those whose fulfillment is necessary to achieve the objective of the contract. easybell is also liable for those damages that are based on an intentional or grossly negligent breach of duty by the provider, its legal representatives or vicarious agents. Otherwise, claims for damages by the customer are excluded. The exclusion of liability also applies in favor of easybell’s legal representatives and vicarious agents if the customer asserts claims against them.
easybell’s obligation to perform only applies if easybell itself has been supplied with the relevant preliminary services in accordance with the contract and on time and has not breached any duties of care in this regard. In the event of service disruptions due to force majeure, easybell shall be released from its service obligation in all cases.
When emergency calls are triggered during nomadic use (cf. Section 4), subsequent costs may be incurred due to the alerting of an emergency call center that is not locally responsible, e.g., because the fire department is dispatched to the wrong location. In the case of nomadic use, the customer is obligated to pay for any follow-up costs resulting from emergency calls triggered outside the specified location.
easybell points out that VoIP is offered within the scope of what is currently technically and operationally possible, whereby certain losses in terms of availability, voice quality and security may occur under certain circumstances compared to traditional telephony, which are beyond the control of easybell and for which no liability can be assumed accordingly. In particular, the VoIP telephone connection is not suitable for the use of home emergency call, fire and burglar alarm systems; such operation is therefore at the customer’s own risk. easybell is not liable for incorrect or non-delivery of the emergency call to the responsible emergency call center in the event of such use of the telephony connection or in the event of a power failure.
The following applies to customers from Austria: Compensation for damages, except for personal injury, is limited to EUR 7,000.00 for each event causing damage to the individual injured party for entrepreneurs, and to EUR 700,000.00 for the totality of injured entrepreneurs. If the total damage is higher, the compensation claims of the individual injured entrepreneurs are reduced proportionally.
In the Federal Republic of Germany, the statutory limitation of liability under § 70 TKG also applies to end users who are not consumers.
9.1 Data protection for customers outside Austria
The legal basis for the handling of the customer’s personal data includes the German Data Protection Regulation (DSGVO), the German Federal Data Protection Act (BDSG), the Telecommunications Telemedia Data Protection Act (TTDSG) and the Telecommunications Act (TKG).
9.2 Data protection for customers in Austria
The legal basis for the handling of personal data of the Austrian customer are the relevant laws in Austria, including the General Data Protection Regulation (DSGVO) and the Telecommunications Act (TKG 2021) of the Republic of Austria.
Personal data is only collected, processed or used if the data subject has consented or if the TKG of the Republic of Austria or another legal provision orders or permits this.
easybell will determine the following personal data for billing purposes in accordance with §§ 165, 166 and 167 TKG 2021 (as amended): Master data pursuant to § 160 (3) no. 5 TKG 2021 and traffic data pursuant to no. 6 leg. cit. Master data is collected prior to the provision of the service and deleted at the latest after the end of the contractual relationship with the customer, unless this data is still required thereafter for the billing or collection of charges, the processing of complaints or the fulfillment of legal obligations by easybell.
Traffic data will be deleted, but will be stored in accordance with § 167 (2) TKG 2021 until the expiry of the period within which the invoice can be legally challenged or the claim for payment can be asserted. easybell will take all technically and commercially reasonable measures to protect the data stored with it against unauthorized access by third parties.
Insofar as easybell is obligated to disclose data in accordance with legal provisions, easybell will comply with this legal obligation. In particular, easybell is entitled to disclose the identity of the customer, as well as the type of service provided by the customer, to the Telecommunications Regulatory Authority. In the event of a suspected violation of the Telecommunications Act or other Austrian or international legal provisions or on the basis of contractual obligations, easybell is also authorized to disclose the customer’s master data to third parties.
10. Other regulations
Subsidiary agreements, amendments and additions to a contractual relationship must be made in text form in order to be effective.
Should any provision of this contract be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. The customer may only transfer the rights and obligations arising from this contract to a third party with the prior written consent of easybell. The law of the Federal Republic of Germany shall apply exclusively between the customer and easybell as it applies between domestic persons, excluding the UN Convention on Contracts for the International Sale of Goods, unless mandatory law stipulates the applicability of a different legal system.
The place of jurisdiction is the registered office of easybell, insofar as the customer is a merchant, a legal entity under public law or a special fund under public law.