Terms & Conditions

CALLCOM Communication

GMBH

Version 1.8

1. subject matter of the contract

CALLCOM Telecommunication GmbH (CALLCOM for short) makes services and telephone numbers available to providers of service numbers for the provision of information and/or value-added services to end customers (callers), particularly in the 0720, 0800, 0810, 0820, 0821, 0828, 0900, 0901 and 0930, 0931 ranges, as well as internationally accessible and foreign telephone number ranges, and also to providers of SMS services that are accessible via the public telephone network or public Internet, subject to the following conditions. The telephone numbers or services assigned to the provider and the services provided by the provider in each case result from the customer's written order (in particular the order form), which is an integral part of the contract. CALLCOM reserves the right to issue codes of conduct (e.g. regulations or recommendations, in particular from regulatory authorities and network operators regarding the provision of services) for all of the above-mentioned telephone number ranges, services offered, internationally accessible and foreign telephone number ranges and to apply them as part of the respective contract following announcement (in writing and effective within 4 weeks of delivery). The published code is legally binding for the provider. Furthermore, the provisions of Austrian and European telecommunications law, as amended, apply to the contractual relationship (currently in particular the Telecommunications Act 2003 and the Communications Parameters, Fees and Value-Added Services Ordinance). CALLCOM may use third parties as vicarious agents in the fulfillment of its service obligations. The contractual obligations of CALLCOM remain unaffected by this. CALLCOM is entitled to change the technical platforms and parameters on which the services are based or to use alternative vicarious agents, provided that the services for the provider do not deteriorate significantly or the provider does not incur any additional burdens beyond a reasonable level.

2. the provider

The provider must notify CALLCOM immediately in writing of any change of address, company name, registered office, billing address or legal form. If the provider does not comply with the aforementioned obligation, CALLCOM is entitled to make legally binding declarations to the provider at the last known address or according to the last known company data.

3. immediate cessation of

Benefits and services

CALLCOM is entitled to discontinue services in whole or in part without prior ordinary or extraordinary termination of this contract if: a) the provider is in arrears with payment of the fee after unsuccessful warning of service interruption or disconnection after setting a grace period of one week, b) insolvency proceedings are opened against the provider's assets or insolvency proceedings are dismissed for lack of assets to cover costs, c) CALLCOM requests the provider to immediately remove disruptive factors and the provider does not immediately comply with the request, in particular despite impairment of the network or a service of CALLCOM or a risk to persons, d) the provider disseminates or has disseminated legally prohibited content or there is reasonable suspicion of this. This includes in particular content that violates the Austrian Criminal Code, Pornography Act, Prohibition Act or Data Protection Act and any threat to public order or security as well as the distribution of content that is likely to endanger the moral or health development of young persons. e) the provider violates or there is reasonable suspicion of violations of the provisions of the Telecommunications Act 2003 and/or the Communications Parameters, Fees and Value-Added Services Ordinance (as amended). f) an administrative authority or Rundfunk und Telekom Regulierungs-GmbH recommends or orders the discontinuation of the service. g) there are reasonable grounds to suspect that the content provided with or behind the service was generated by fraud or fraud-like behavior or is connected with it or is likely to deceive CALLCOM or third parties or damage their assets.

4th contract

A contract is concluded through a written order from the customer and the subsequent implementation of the service by CALLCOM. The provider is aware that services can only be provided by CALLCOM in accordance with the provision and availability of transmission paths and switching systems by the subscriber network operator and/or the transmission paths and switching systems provided by third parties. The quality of service is measured on the basis of ITU standards. However, the technical conditions of other telecommunications networks may limit the transmission paths and availability of service features. It follows that CALLCOM only guarantees its own services that are necessary for the provision of the contractually agreed services. Insofar as facilities are not subject to the control of CALLCOM, CALLCOM only owes the proper provision of the contractually agreed services within the scope of its operational possibilities. Insofar as it is necessary to carry out work required for operations or to avoid disruptions to the network of third parties, CALLCOM is entitled to partially restrict services. CALLCOM will notify the provider of foreseeable interruptions at least twelve hours before the start of the interruption. When asserting warranty claims of the provider against CALLCOM, the provider is limited to the warranty remedies of improvement and supplementation of what is missing. All other warranty remedies are excluded. The provider must immediately report faults to the responsible CALLCOM fault department on +43 810 95 96 96 or +43 664 271 71 32. CALLCOM or its vicarious agents will rectify the fault within the scope of their operational possibilities without culpable delay. If CALLCOM is requested to rectify the fault and the provider is responsible for the cause of the fault, the provider must pay CALLCOM for the services it has provided and the expenses it has incurred.

Standard prices (excerpt):

Configuration (or each change) EUR 59.00 per number/once
Basic fee EUR 59.00 per number/month
Service fee EUR 59.00 per number/year
Routing charge fixed/mobile network EUR 0.01/0.02 per minute
Call charges 0800 all networks Austria landline/mobile network EUR 0.15/0.29 per minute
IVR landline/mobile network EUR 0.05 per minute
Deactivation of numbers/services upon termination or expiration of contract EUR 59.00 per number/service one-off
SMS all mobile networks Austria EUR 0.059 per SMS
SMS international EUR 0.099 per SMS
Delivery Notification EUR 0.01 per SMS
Direct connection A1 SMS-C EUR 2,900.00 per connection
Free alphanumeric sender EUR 199.00 per sender/month
SMS basic fee EUR 199.00 per system connection/month

5. liability

CALLCOM is liable for itself and its vicarious agents (with the exception of telecommunications network operators not attributable to CALLCOM) for damages only in cases of intent or gross negligence. Liability for slight negligence (with the exception of personal injury), compensation for consequential damages, financial losses, loss of profit, loss of savings and for damages arising from third-party claims against the provider is excluded. Compensation for each loss-causing event (with the exception of personal injury) vis-à-vis the individual injured party is limited to EUR 1,000.00 vis-à-vis all injured parties to EUR 10,000.00. If the total damage exceeds the maximum limit, the compensation claims of the individual injured parties are reduced proportionately. However, CALLCOM is under no circumstances liable for damages or other claims arising from the reasons in points 3 and 4 (except for intent and personal injury for any degree of fault). The provider is solely responsible for the content of its information and value-added services (including their advertising) and for all services provided behind the telephone numbers made available and will fully indemnify and hold CALLCOM harmless if claims are made against it by third parties due to the services and/or information or value-added services provided by the provider. This also applies in particular in cases in which the operation of CALLCOM is permanently or temporarily suspended, interrupted or prohibited due to official or court orders because of the services and/or information and value-added services provided by the provider (including their advertising). CALLCOM accepts no liability for damages arising from any official authorization, approval, concession or consent of third parties that may be required but not granted. In the event of changes, restrictions or extensions to allocated number ranges or services, the provider is not entitled to any claims for compensation. The provider is liable for any claims for payment by CALLCOM arising from the use of the services and/or information and value-added services provided by the provider by end customers (callers), insofar as these claims for payment are not recoverable from the end customer (caller) or are not settled by a third party. CALLCOM and the provider therefore agree that the collection and bad debt risk is not to be borne by CALLCOM. This applies regardless of whether the non-recoverability of the claim is due to its invalidity, unwillingness to pay, lack of payment capacity or other reasons, in particular fraudulent activities. Decisions of the regulatory authority, court or official decisions that release the end customer (caller) from an obligation to pay shall also be borne by the provider.

6 Contract duration and termination

Unless otherwise agreed in detail, the contract is concluded for a minimum term of 48 months. It can be terminated in writing by either party to the contract by giving three months' notice to the end of the year. The porting form is not considered a letter of termination. Notice of termination must be given in writing by registered mail. Porting of the telephone number is only permitted once all outstanding claims of CALLCOM against the provider have been settled. Extraordinary termination of the contract for good cause with immediate effect is permitted. On the part of CALLCOM, the cases listed in point 3 in particular constitute such good cause. In the event of justified extraordinary termination by CALLCOM, CALLCOM is entitled to disconnect the provider from the service immediately and without warning at the provider's expense. The provider is not entitled to any claims in this case, in particular no claims for damages. In the event of extraordinary termination by CALLCOM, the provider must place CALLCOM in the same position as if the contract had been duly fulfilled or terminated. In the event that the economic framework conditions (in particular purchase prices, interconnection conditions) change to the detriment of CALLCOM to such an extent that it is no longer possible to offer the contractual services economically (in particular deterioration in the profit situation of CALLCOM compared to the profit situation at the time the contract was concluded), CALLCOM is entitled to terminate the contract with the provider with a notice period of 3 weeks. In the event that a minimum contract term is agreed, this contract is extended by the agreed minimum contract term if the contract is not terminated or has not been terminated in due time. All contracts with a commitment or minimum contract term are deemed to be subject to an obligation to operate for the services covered by the contract (e.g. service numbers, SMS). This means that all contractual services (e.g. service numbers, SMS) must be operated by CALLCOM for the term of the contract. In the event of porting or switching to another provider or discontinuation of the contractual services (e.g. service numbers, SMS) during the term of the contract or minimum contract term, the customer undertakes to pay CALLCOM the average monthly total revenue (calculated for the last 12 months or 6 months if the contract is shorter) for the remainder of the contract term on a monthly basis.

7. fees, terms of payment

and contract amendments

The amount of the fees depends on the offer on which the contract is based. The fees stated are in euros and, unless otherwise stated, are exclusive of VAT. CALLCOM is entitled to change the fees/contract. CALLCOM will inform the provider of the essential content of the non-exclusively favorable change at least one month before the change comes into effect in a suitable form (e.g. printed on the invoice). At the same time, the Provider will be informed of the date on which the change will enter into force and that it is entitled to terminate the contract free of charge up to this date. A distinction is made between fixed charges (monthly costs), call duration-dependent charges, event-dependent charges and other charges (e.g. costs for setting up the telephone number, changing parameters). CALLCOM will send the provider a monthly invoice. The interval of periodic invoicing does not exceed three months. If the call duration records of the provider and CALLCOM differ, the records of CALLCOM are decisive. All invoice amounts are due for payment within 7 days of receipt of the invoice, free of deductions and charges. Timely payment is determined by the date on which the amount is credited to the CALLCOM account stated on the invoice. In the event of late payment, the provider must pay interest on arrears of 3% for each month or part thereof of late payment as well as all costs, expenses and cash outlays necessary for the appropriate legal prosecution of CALLCOM's claims. CALLCOM expressly reserves the right to claim further damages. CALLCOM will send invoices in electronic form (e-mail). CALLCOM is entitled at any time to resend invoices by post and to discontinue electronic invoicing. Objections to invoiced claims must be raised by the provider in writing by registered mail within one month of the invoice date, otherwise the claim is deemed to be accepted. If, after examination by CALLCOM, the provider's objections prove to be unjustified from CALLCOM's point of view, the provider can initiate a dispute settlement procedure with Rundfunk und Telekom Regulierungs-GmbH in accordance with § 122 in conjunction with § 71 Para. 2 TKG (in the currently valid version) within one month of receipt of CALLCOM's statement. If an appeal is made to Rundfunk und Telekom Regulierungs-GmbH, only the due date of the disputed charges for the invoiced telecommunications services will be postponed from the time the appeal is made until the dispute is resolved. Irrespective of this, however, an amount corresponding to the average of the last three invoiced amounts for the provision of telecommunications services can also be made due immediately; any amounts collected in excess of this will be refunded together with statutory interest from the date of collection. If an error is found in the billing which could have been to the disadvantage of the provider and the correct charge for the telecommunications services provided cannot be determined, the provider must pay a charge for this which corresponds to the average of the last three invoice amounts relating to the telecommunications services provided or, if the contractual relationship has not yet lasted three months, the last invoice amount. The provider will support CALLCOM in the event of any discrepancies, contradictions, etc. in connection with billing and undertakes to keep all records necessary for verification and processing and to make these available to CALLCOM without delay following a corresponding request. Payments to the provider are made between the 15th and 28th of the month following receipt of payment by CALLCOM. The parties agree that CALLCOM is not obliged to make payments to the provider if these payments are not covered by the receipt of a corresponding fee by CALLCOM.

All fees agreed with the customer are index-linked according to the CPI 2020 as published by Statistics Austria (or any successor index). In the event of an index increase, CALLCOM is therefore entitled to adjust all fees in the ratio in which the CPI value for the month of March of the current calendar year has changed compared to the last CPI value on the basis of which a value adjustment was calculated (but no later than retroactively to the start of the contract). Index adjustments to the fees do not entitle the customer to extraordinary termination.

8 Confidentiality and data protection

The parties undertake to keep confidential all data to which they have access in the course of concluding and implementing this contract and, in particular, the commercial terms of this contract, insofar as this is compatible with mandatory statutory provisions. The data protection provisions of the TKG and the DSG 2000, including the associated ordinances, must be complied with. CALLCOM will collect the following personal data for billing purposes in accordance with §§ 96, 97 and 99 TKG 2003 (as amended): Master data in accordance with § 92 Para. 3 No. 3 TKG 2003 (this includes surname, first name, academic degree, company name, company register number, address, e-mail address, fax and telephone number, subscriber number, bank details, sort code, bank account number) and traffic data in accordance with § 99 TKG 2003 (this includes date, time, destination, subscriber number, minutes, price in euros, total amounts of calls made). Master data is deleted at the latest after termination of the contractual relationship with the provider, unless this data is still required for billing or collection of charges, for processing complaints or for fulfilling CALLCOM's legal obligations. Traffic data is deleted, but is stored in accordance with § 99 Para. 2 TKG 2003 until the expiry of the period within which the invoice can be legally contested or the claim for payment can be asserted. CALLCOM takes all technically and economically reasonable measures to protect the data stored by it against unauthorized access by third parties. The provider agrees to the inclusion (with company name and logo) in the CALLCOM reference customer list. Insofar as CALLCOM is obliged to pass on data in accordance with legal regulations, CALLCOM will, however, comply with this legal obligation. In particular, CALLCOM is entitled to disclose the identity of the provider and the type of service it provides to the Telecommunications Regulatory Authority. In the event of suspicion of a breach of the Telecommunications Act or other Austrian or international legal regulations or on the basis of a contractual obligation, CALLCOM is also authorized to disclose the provider's master data to third parties.

9. general

The contract shall be governed by Austrian law to the exclusion of the UN Convention on Contracts for the International Sale of Goods. For disputes arising from or in connection with the contract, including disputes regarding its validity, the competent court in the 1st district of Vienna has exclusive jurisdiction. CALLCOM is entitled to transfer the contract to an affiliated company. There is a single European emergency number 112. Amendments and additions to this contract must be made in writing; this also applies to any waiver of this formal requirement. E-mail does not fulfill the written form requirement with the exception of point 4 (first sentence). CALLCOM is entitled to amend these GTC. The provider will be notified in an appropriate manner one month prior to the change of the fact that a non-exclusively favorable change will occur. Amendments to the GTC that are not exclusively favorable entitle the provider to terminate the contract free of charge (from notification of the amendment that is not exclusively favorable) until the amended GTC enter into force. The invalidity, ineffectiveness or unenforceability of individual provisions of this contract shall not lead to the invalidity or ineffectiveness of the entire contract. In this case, the contracting parties are obliged to cooperate immediately in the creation of a legally effective provision that corresponds or comes as close as possible to the purpose and economic meaning of the invalid provision. These GTC and any agreed codes of conduct or codes of conduct issued/announced in accordance with point 1 shall be deemed to have been accepted when the provider places the order.