General terms and conditions for business customer tariffs

The contract language is German; this translation is explicitly non-binding.

Provided by:
easybell GmbH
Brückenstraße 5a
10179 Berlin
Local court Charlottenburg HRB 137060

easybell offers Voice-over-IP ("VoIP") and broadband connections for business customers within the meaning of §14 of the German Civil Code (BGB) on the basis of these GTC. The GTC apply exclusively to those tariffs that are expressly marketed as "business customer tariffs".

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 apply in the aforementioned order.

easybell is entitled to make changes to these general terms and conditions. easybell will only make these changes for valid reasons, in particular due to new technical developments, changes in jurisdiction, changes in the law or other equivalent reasons. If the change leads to a disadvantage for the customer, easybell must inform the customer of the change at least six calendar weeks before it comes into effect. The customer can object to the change with a period of four calendar weeks after receipt of the notification, otherwise the change is considered approved. Easybell will point this out separately in the change notification.

Deviating terms and conditions of the customer do not apply even if easybell does not expressly object to them.

easybell provides the customer with a DSL connection for broadband use of the Internet within the scope of the ordered connection services, subject to technical availability. easybell enables the customer to reach other telephone connections of public fixed and mobile networks.

easybell grants the customer a non-transferable and non-exclusive right to use the services and products provided by easybell (in particular software) for the duration of the contractual relationship. All corresponding intellectual property rights remain the property of easybell or third parties as licensors.

2.1.1 Contracts with dynamic IP address

After a DSL dial-in, a new IP address is usually assigned. easybell will assign the customer an IPv4 address and, depending on the pre-service provider, an IPv6 prefix. In the event of IPv4 address scarcity, easybell reserves the right to use carrier grade NAT if necessary.

2.1.2 Contracts with static IP addresses

The customer can order a static IP address as an additional option from certain upstream service providers. This individual IPv4 address is reassigned to the customer after each DSL dial-up.

easybell provides customers with a VoIP connection (with and without a broadband connection). The connection enables the customer to connect to the easybell SIP server via SIP using suitable Internet access. Premium services (0900, directory assistance) and foreign destinations, which are frequently misused for telephone fraud, cannot be reached via the easybell network. Blocked international destinations (except premium or service numbers) can be activated by signing a consent that releases easybell from liability for the costs of telephone fraud. After release from liability, the fraud protection guarantee no longer applies.

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 with 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 their telephone number from another provider. easybell does not charge the customer for 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 their telephone number or telephone number block from easybell to another provider free of charge. The outgoing porting of number blocks costs €25 per number block. (All prices plus VAT)

easybell will make the services available to the customer as quickly as possible. Provision dates and delivery deadlines are only considered binding if they have been confirmed to the customer in writing as binding. Deadlines and dates agreed as binding are 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 ensures the proper operation of the services offered within the scope of operational and technical possibilities. Insofar as easybell obtains preliminary services from third parties, no influence can be exerted on the quality and availability of these services and therefore no guarantee can be assumed.

easybell can restrict access to the services if the security of the network operation, the maintenance of the network integrity, in particular the avoidance of serious disruptions to the network, the software or stored data, require this.

The SIP server has a minimum availability of 99% averaged over 365 days a year. The SIP server is considered available if the customer can establish a connection to the server. Maintenance, installation and conversion times are explicitly excluded from the calculation of SIP server availability. Transmission quality and availability may be restricted by the technical conditions of other telecommunications networks, the Internet connection used by the customer and his other hardware and software. These can possibly lead to restrictions that are beyond the control of easybell. Easybell is not responsible for these restrictions.

easybell always switches the maximum bandwidth available on a DSL connection. For ADSL this is up to 16 Mbit/s download and for VDSL up to 250 Mbit/s. The actual achievable bandwidth depends on the router used and the performance parameters of the respective connection line. These are determined, among other things, by the distance (line length) from the customer's connection point to the associated distributor, the signal-to-noise ratio, interference signals, reflections and the wire cross-section of the respective local loop (subscriber line). If the customer is dependent on a specific bandwidth, he must inform easybell of this in writing before the contract is concluded. In this case, easybell will estimate the expected bandwidth and guarantee a minimum bandwidth. Otherwise, the customer agrees to the conclusion of the contract with the next lowest DSL bandwidth if the product cannot be realized with the desired bandwidth for technical reasons. The customer is granted a special right of termination 14 days to the end of each month if a download bandwidth of 1 Mbit/s (ADSL) or 20 Mbit/s (VDSL) is not achieved (router synchronization when using a router with current firmware recommended by easybell). easybell is to be granted a reasonable period of time to rectify the fault.

easybell DSL connections are provided with a technical availability of 97% on an annual average. Maintenance, installation, conversion times and unavoidable interruptions due to change requests by the customer are excluded from the availability.

Rental devices always remain the property of easybell. The devices are shipped by a logistics company commissioned by easybell. Should a new shipment be necessary for reasons for which the customer is responsible, the customer will be invoiced for the additional costs incurred, unless the customer can prove that the costs were not incurred at all or are significantly lower. If the customer cancels the order after the hardware has been shipped, the customer will be charged the costs for packaging, shipping and returns, unless the customer can prove that the costs were not incurred at all or are significantly lower.

The customer undertakes to check the goods for transport damage immediately upon receipt and to notify easybell immediately in writing of any defects.

The customer undertakes to treat the rented items carefully and competently, in accordance with the operating instructions and separate instructions for use, and to keep the devices away from harmful influences such as external electrical voltage, magnetic effects, dirt and moisture. The customer must not tamper with (open, etc.) or modify the technical equipment. The customer must provide sufficient space and environmental conditions for the installation and operation of the devices.

The device - including the supplied accessories - must be returned to easybell in the original packaging or equivalent replacement packaging in a break-proof manner. The return shipment must be made exclusively to the easybell logistics center.

If a device is not returned to easybell within two weeks after the end of the contract or as part of an exchange, easybell is entitled to charge the customer the current market value of the device. In the event of late return by the customer, easybell can charge the agreed monthly rent as compensation for the duration of the withholding.

By placing an order, the customer submits an offer to conclude a contract with easybell. A contract is concluded through the written acceptance of the order by easybell, at the latest, however, with the activation of the connection. For the written acceptance, the customer receives a declaration of acceptance known as an "order confirmation", which contains a confirmed activation date for the connection.

Permitted use of a VoIP or DSL product offered by easybell by the customer can also constitute such a contract. In this case, the content of the legal transaction on which the activation is based applies.

The contract term is primarily determined by the service description. Unless otherwise specified there, the contract has no minimum term.
Unless otherwise agreed, contracts without a minimum contract term can be terminated with 14 days' notice to the end of the month. Contracts with a contract term of more than one month can be terminated monthly after the initial contract term and have a notice period of one month.

Terminations must be made in writing (e-mail, termination form, letter or fax).

The right to extraordinary termination remains unaffected. An extraordinary right of termination for good cause exists in particular if one party culpably violates its obligations from the contractual relationship and the other party cannot reasonably be expected to wait for the expiry of the notice period.

Good cause exists, among other things, if the customer registers with easybell under a false name or false identity, misuses the VoIP service or the telephone number assigned to him in the sense of Clause 4, continues to owe payments despite reminders or if insolvency proceedings are opened against the customer's assets or the customer files for insolvency.

The customer provides easybell with all information required to process the provision of services.

easybell handles customer communication exclusively by e-mail. The customer undertakes to provide a valid e-mail address when registering, to check this regularly and to inform easybell immediately of any changes to his e-mail address.

The customer is obliged to provide their exact address ("home address") in order to ensure location recognition when dialing emergency numbers. If the customer dials an emergency number from a different location (so-called nomadism), location recognition is not guaranteed. The emergency call center must be informed of the location.

The customer undertakes to inform easybell immediately of any changes relevant to the contract. In particular, this includes a change of registered office, a change of bank details or e-mail address.

The customer undertakes to support easybell appropriately so that services can be provided in accordance with the contract. In particular, the following obligations apply:

• The customer ensures that the cabling for which he is responsible, in particular the house cabling between the house distributor (APL) and the telephone socket (TAE) is functional.
• The customer is responsible for the installation, operation and maintenance of the devices or systems required for easybell's services at the customer's location.
• The customer or an authorized representative of legal age must grant the technician access to the installation-relevant premises and technical equipment during the installation or restoration of the subscriber connection, including any connection services. If the customer fails to keep an agreed technician appointment or the appointment for the connection services, the customer will be charged a flat rate of EUR 48.79 (incl. VAT) for the additional travel expenses incurred, unless the customer can prove that no damage at all or significantly less damage was incurred.
• The prerequisite for fault rectification is that the customer reports faults to easybell immediately. The fault period begins with the notification to easybell.
• The customer must cooperate appropriately within the scope of fault clearance by easybell customer service. In particular, the customer must create the conditions for necessary measurements (measurement with and without a connected router) and, if necessary, adapt configurations according to the customer service's instructions.
• If the customer is responsible for the fault reported by him or if a fault reported by the customer does not actually exist, the costs incurred by the fault rectification are to be borne by the customer.
• The customer undertakes not to use any devices or applications that could lead to changes in the hardware or software of the network provided by easybell.
• The customer must take suitable security measures against the unwanted and improper use of his easybell connection by third parties.
• The customer undertakes to keep access data (customer portal, VoIP service and broadband access) 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. This also includes that the telephone number may be ported to a network operator other than the one used to provide the telephone services at the time the contract was concluded.

The customer is obliged not to use the telecommunications services offered by easybell for purposes that contradict the legal provisions or regulations of the respective country or these provisions.

• In particular, no legally prohibited, unsolicited information may be transmitted, such as unwanted and unsolicited advertising by e-mail, fax, telephone or SMS, as well as dial-up programs that do not comply with the law. No unlawful contact may be made by means of telecommunications in the sense of § 238 StGB (German Criminal Code) and no information with illegal or immoral content in accordance with the StGB may be transmitted or referred to such information.
• The customer indemnifies easybell from all claims of third parties which they assert against easybell due to a contractual, immoral or illegal and culpable use of the easybell services by the customer. The same applies to the costs of a legal defense of easybell required in this context.
• The customer undertakes not to transmit any telephone numbers for calls via VoIP that have not been allocated to him for use.
• The customer will 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 him within the scope of billing, if this has been commissioned.
• The customer acknowledges that easybell cannot control the content of the data that is transported via the network. easybell is therefore not liable for the content of data, neither for data that is sent by customers nor for data that is sent by third parties. The customer himself must take appropriate protective measures for his computer(s).

The customer will not resell the services to third parties without the prior written consent of easybell ("reselling"). Third parties within the meaning of this provision are also companies affiliated with the customer within the meaning of § 15 ff. German Stock Corporation Act.

The customer will not establish any connections to geographical local numbers that serve a 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 financial benefits dependent on the duration of the connection due to the connection. This includes, in particular, telephone numbers used by computers to transmit data or voice, advertising hotlines and chat services.

Products for which services are compensated at a flat rate (e.g. flat rates) are not offered for value-added service providers and telecommunications service providers and not for providers and operators of mass communication 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 or for the permanent networking or connection of locations or telecommunications systems for machine-to-machine communication.

The customer agrees that easybell may name him as a reference customer for the duration of the contractual relationship. For this purpose, the customer grants easybell the right to publish the scope and content of the joint customer relationship, including the following details, free of charge and unrestricted in terms of time, space and content, regardless of the transmission and storage technologies used for this purpose: Mention of the name as a reference customer, use of the customer's logo(s), mention of the booked tariff.

At the request of the customer communicated to easybell in text form, easybell will obtain the editorial consent of the customer before publishing such content. There are no costs for the customer for being named as a reference customer. The customer can object to being named as a reference customer at any time by means of a declaration in text form, after which easybell will immediately remove the published customer reference.

easybell invoices the customer for the services provided at the rates resulting from the respective valid price list (including German VAT).

The customer is obliged to pay for all connections from his VOIP connection, the use of which he has enabled, permitted or tolerated, i.e. also for connections caused by third parties, unless the customer is not responsible for the use. The customer is responsible for proving that he is not responsible for the use.

easybell is entitled to change its fees at its reasonable discretion and within reasonable limits 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 be entitled to an extraordinary right of termination, which shall take effect at the time of the relevant fee change. If the customer does not make use of this right of termination within four weeks of receipt of the notification, the change is deemed to have been approved. Easybell expressly points this out again in a notification.

In the event of changes to VAT, easybell is entitled to adjust the charges in accordance with the change, without this giving rise to a right of termination for the customer.

easybell only creates invoices as PDF files by e-mail or for download via the customer portal. The creation of a "paper invoice" is not possible.

The customer is advised that confidential data transmission of invoices on the Internet cannot be guaranteed. easybell invoices therefore do not contain an itemized bill. This can - if requested - be called up separately by the customer via the customer portal.

The mandatory information on the invoice (§ 14 para. 4 UStG) is transferred to the invoice on the basis of the information provided by the customer in his easybell customer account. The customer is obliged to keep this information up to date. easybell is not obliged to create invoices that deviate from this information.

One-off services are charged after completion of the service activities, basic fees for recurring services are charged monthly in advance and usage-based fees are charged monthly after the technical data is available. Voice calls are billed by the minute, unless otherwise specified in the tariff.

The billed remuneration is due upon receipt of the invoice by the customer. The first billing month begins on the day the service is activated for operation. For VoIP services, the operational activation does not depend on the existence of an Internet connection to be provided by the customer or on the existence of the software or hardware to be procured by the customer to use the connection.

easybell reserves the right to offer customers the opportunity to use chargeable easybell services only after payment of an easybell credit. Unused credit does not expire in this case.

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 are direct debit or bank transfer after invoicing.

Payment of fees by direct debit requires the customer's consent. The period for pre-notification is reduced to three days. The customer guarantees to ensure that the account is covered. In the case of returned direct debits for which the customer is responsible, easybell will charge the costs incurred for each returned direct debit, unless the customer can prove that no damage or significantly less damage was incurred. With a returned direct debit, easybell switches to payment by invoice.

In the case of periodic invoicing with varying invoice amounts, the customer's account will be debited at the earliest 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 invoicing, unless a different payment deadline has been agreed. Repayment shall only be made if the customer has adequately indicated the intended purpose (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 considered approved by the customer. easybell refers to this legal consequence in the invoices.

If no objections have been made, easybell is entitled to delete the connection data on which the invoice is based after eight weeks.

The due date of the invoice amount is not affected by the raising of objections.

The customer can only offset undisputed or legally established claims against easybell claims.

easybell is entitled to prevent the use of the services in whole or in part in accordance with the provisions of § 61 TKG (blocking).

In the case of the sale of hardware or software licenses ("goods"), easybell retains ownership until the agreed purchase price has been paid in full. If third parties access these goods, the customer will 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 from the customer due to injury to life, body or health and for claims for damages from the breach of essential contractual obligations. Essential contractual obligations are those whose fulfillment is necessary to achieve the objective of the contract. easybell is also liable for damages that are based on an intentional or grossly negligent breach of duty by easybell, its legal representatives or vicarious agents.

Otherwise, claims for damages by the customer are excluded. The exclusion of liability also applies in favor of the legal representatives and vicarious agents of easybell if the customer asserts claims against them.

The performance obligation of easybell only applies if easybell itself has been supplied with corresponding advance services in accordance with the contract and on time and has not violated any duties of care in this regard. In the event of service disruptions due to force majeure, easybell is released from the service obligation in any case.

If emergency calls are triggered in the case of nomadic use (see 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 deployed to the wrong location. In the case of nomadic use, the customer is obliged to pay for follow-up costs due to 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 in comparison to traditional telephony, which are beyond the control of easybell and for which no liability can therefore be accepted. 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-existent transmission 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 statutory limitation of liability of § 70 TKG also applies to end customers who are not consumers.

The legal basis for the handling of the customer's personal data includes the General Data Protection Regulation (GDPR), the Federal Data Protection Act (BDSG) and the Telecommunications Act (TKG).

Personal data is only collected, processed or used if the data subject has consented or if the TKG or another legal provision orders or permits this. Further details can be found in our privacy policy, which can be accessed at www.easybell.de/datenschutz/datenschutzhinweise-vertragsabschluss.html.

In the event that, as part of the use of the cloud telephone system, the customer uses features that involve the processing of the customer's personal data, such as the use of the "Contacts" function (telephone and address book), easybell's "Supplementary General Terms and Conditions for Data Processing - Cloud Telephone System", which you can access at www.easybell.de/business/agb/ergaenzende-agb-datenvervarbeitung-cloud-telefonanlage.html, apply in addition to these "General Terms and Conditions for the Use of Business Customer Tariffs".

Subsidiary agreements, amendments and supplements to a contractual relationship must be in text form to be effective. Deviating general terms and conditions of the customer, which easybell has not expressly agreed to in writing, do not apply.

Should a provision of this contract be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions.

The customer can only transfer the rights and obligations from this contract to a third party with the prior written consent of easybell.

The law of the Federal Republic of Germany applies 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 prescribes the applicability of another legal system.

The place of jurisdiction is the registered office of easybell if the customer is a merchant, a legal entity under public law or a special fund under public law.

Status: 16.08.2022