Our most recent terms & conditions are available below*.
- Terms and Conditions in Swedish.
- Terms and Conditions in Danish.
- Terms and Conditions in Norwegian.
- Terms and Conditions in Finnish.
- Terms and Conditions in French.
- Terms and Conditions in Dutch.
The following terms in capital initial letter are defined terms, and shall have the meaning as set out below, unless otherwise stated or the context obviously so requires.
Agreement : means the parties’ agreement regarding the Services, including the Service Agreement, these General Terms and Conditions, the SLA (if applicable) and the Data Processing Agreement.
Binding Period(s): means such agreed initial binding period for the Services as set out under the Service Agreement and/or any additional binding periods caused by agreed extended binding period and/or additional orders made after the initial delivery date.
Customer: means the buyer of the Services named in the Service Agreement.
Data Processing Agreement: means the data processing agreement between the Parties.
Defect: means a material deviation of the Services as specified in the Agreement.
General Terms and Conditions: means these general terms and conditions.
Necessary Equipment: means such equipment required for the use of the Services, including without limitation computers with a broadband connection.
Parties: means Supplier and Customer jointly.
Products: means such products necessary for use of the Services, including without limitation mobile telephones, ATA boxes, terminals and other products sold by the Supplier and third parties.
Service Agreement: means the quote/ordering agreement document (with agreed special conditions, if applicable) signed by the Parties.
Services: means the Services to be provided by the Supplier as specified in the Service Agreement.
SLA: means the service level agreement between the Parties (if applicable).
Supplier: means Telavox AB, Reg. No. 556600-7786.
2.1 These General Terms and Conditions, the Data Processing Agreement and the SLA (if applicable) apply when the Supplier provides the Services to the Customer. In the event of any discrepancies between the Service Agreement and the General Terms and Conditions, the provisions in the Service Agreement shall have priority.
2.2 After the Supplier’s receipt of the Service Agreement duly signed by the Customer, the Agreement is considered to be entered into between the Parties upon the Supplier’s approved credit check, receipt of the agreed deposit (if applicable) and Supplier’s written confirmation. The Customer acknowledges that the Supplier has the right to determine whether the Customer’s credit check shall be approved in its sole discretion.
3. The Services
3.1 The scope of the Services is set out in the Service Agreement.
3.2 The Customer is entitled to add licences or otherwise extend the scope of the Services by written orders, under the terms and conditions agreed upon in the Service Agreement. New orders cause additional Binding Periods for such licences. Subject to separate agreement, scaling down the Services during Binding Periods of the Agreement is restricted and may cause additional or amended fees.
3.3 The Services shall be provided upon the delivery date as set out in the Service Agreement.
3.4 The Supplier is continuously developing the Services. The Supplier is entitled to update and modify the Services. The Supplier shall make reasonable efforts to limit disruptions when implementing such updates and modifications.
3.5 The Supplier may discontinue parts of the Services. In the event of a discontinuation, Supplier shall make commercially reasonable efforts to replace the discontinued services with services with similar functions. The Supplier shall if reasonably possible notify the Customer of any discontinuation and replacement no later than 30 days in advance. The Customer has the right to terminate the Agreement if the Supplier discontinues a part of the Service without replacing it as regulated in article 12.3(a).
3.6 If Supplier has offered reserved numbers or number series to the Customer which the Customer has not ordered, paid for or used, the Supplier is entitled to cancel such reservations without compensation or liability in relation to the Customer.
3.7 The Supplier undertakes throughout the term of this Agreement: a) to provide the Services with all reasonable skill and care and in good and workmanlike manner in accordance with the provisions of this Agreement; and b) to carry out all Services in accordance with the description of the Services set out in Service Agreement.
4. The Customer’s responsibilities
4.1 The Customer is responsible for obtaining the Necessary Equipment and Products required for the use of the Services. Necessary Equipment and Products are not included in the Services. Updates or modifications of the Services may result in a need for the Customer to upgrade its own equipment and such Necessary Equipment or Products initially required for the Services. The Customer is solely responsible for its costs for its own equipment, Necessary Equipment and Products.
4.2 The Customer may only connect such Necessary Equipment and Products that fulfil the requirements specified in laws, regulations or technical standards with respect to the Services.
4.3 The Customer is responsible for its own use of the Services, and shall ensure that its use does not: a) cause damage or inconvenience to the Supplier or any third party; b) disrupt the Supplier’s network or the Services (e.g. through mass calls or spreading of viruses); c) infringe the copyright or other intellectual property rights of Supplier or any third party; d) act in conflict with law or a public authority’s regulations or decisions.
4.4 The Customer shall ensure that passwords, codes, identities and other information provided by the Supplier are stored securely, adequately and in accordance with any applicable data protection regulations. The Customer shall immediately notify the Supplier of any events of relevance for such information occurring.
4.5. The Customer is responsible for the use of the Services in accordance with the Agreement and in a responsible and lawful way. Should any type of infringement come to the knowledge of the Customer, the Customer will be obliged to immediately take rectification measures and inform the Supplier of the infringement. The Supplier reserves the right to charge the Customer for costs of measures taken by Supplier as a consequence of any misuse of the Service.
4.6 The Customer may not seek unauthorised access to network or computer resources, nor use, destroy or distort any information in the Supplier’s or connected networks.
4.7 The Customer is not entitled to sell, lease or sub-license the Services 4.8 The Customer shall upon request provide the Supplier with access to all facilities that may reasonably be required to enable Supplier to implement and provide the Services and other obligations under the Agreement
5. Price and invoicing
5.1 The Customer shall pay such fees and charges set out in the Service Agreement. Should the Service Agreement not set out a fee, the Customer is obliged to pay such fees set out in the Supplier’s applicable price list (as updated from time to time). All fees stated are exclusive of value added tax (VAT), other taxes, official charges and duties.
5.2 Unless otherwise set out in the Service Agreement, the fees shall be invoiced monthly in arrears and the Customer shall pay invoices within 25 days from the invoice date. If the Customer fails to pay on a due date, the Supplier is entitled to apply fees for payment reminders, collection charges and interest in accordance with the Swedish Interest Act.
5.3 Supplier may change its fees for the Services by updating the Supplier’s applicable price list. For Services regulated by the Swedish Electronic Communications Act (Sw. Lag (2022:482) om elektronisk kommunikation) and to the extent the change is to the disadvantage of the Customer, Supplier shall notify the Customer at least one month in advance of such change. The Customer has the right within three (3) months of receipt of such notice to terminate the affected Service in writing. If such notice of termination is not given, the Customer is deemed to have approved the new fees.
5.4 Supplier may, in addition to what is set out in clause 5.3, each year during the term of this Agreement make an annual adjustment of the fees based on the Swedish Consumer Price Index. An index adjustment does not entitle the Customer to terminate the affected Service or the Agreement.
5.5 Should Supplier be required under applicable law or judicial or administrative decisions to change the fees, such change will enter into force no later than at the same time as the provision or the decision enters into force.
5.6 Upon the Supplier’s request, the Customer is obliged to provide an advance payment or other security for Supplier’s provision of the Services. Such request will be made at the Supplier’s sole discretion if justified with regard to the Customer’s credit rating. The Supplier is entitled to set off its due amounts against advance payments or securities. The Customer is not entitled to interest for any advance payment or other security.
5.7 Upon delayed provision of the Services due to any act or omission of the Customer, Supplier is entitled to full payment of fees for the Services and compensation for costs incurred.
5.8 If the Customer is unable to use the Service ordered due to circumstances attributable to the Customer or circumstances beyond Supplier’s control, or if the Supplier has suspended the Services under article 9.1, this shall not relieve the Customer of the obligation to pay applicable fees.
5.9 The Supplier is entitled to change the applicable fees and charges in the event of changes in the applicable fees for telecommunication services and changes with respect to taxes, duties or similar imposed by any authority. Any such change in the fees and charges shall be communicated in writing at least thirty (30) days before the change enters into force.
6.1 Roaming traffic within the EU is included in the Services, based on domestic prices. In accordance with EU Regulation No. 531/2012, the volume of roaming traffic must be reasonable. Misuse is determined by the following criteria: a) insignificant domestic use in comparison to roaming traffic; b) significant inactivity of the SIM card domestically where the majority of use is roaming traffic; or c) sequential subscriptions and use of multiple SIM card when roaming by individual users.
6.2 The volume of data roaming is limited to the amount of data in the Customer’s domestic surfing package for each user and/or the Supplier’s maximum roaming limitations applicable from time to time.
6.3 Should the Customer’s use of abroad roaming exceed the limitation set out in section 6, the Supplier reserves the right to charge the Customer a surcharge corresponding to Supplier’s additional costs.
7. Personal data
7.1 Upon implementation of the Services, the Supplier will provide the Customer’s name, Customer’s address(es), phone number, user/co-worker name and website address to providers of directory assistance, unless the Customer gives other instructions to the Supplier. 7.2 Upon providing the Services, the Supplier acts as a data processor (Sw: Personuppgiftsbiträde) with respect to personal data for which the Customer is the data controller (Sw: Personuppgiftsansvarig). The parties’ responsibilities regarding such personal data is governed by the Data Processor Agreement.
8. Service and support
8.1 Unless otherwise agreed (see SLA, if applicable), the Supplier will provide support during work days at 07:00-18:00 (local time), subject to local variances.
9.1 The Supplier may suspend the Services, if the Customer a) is delayed with payment for more than 20 days despite the Supplier’s reminder; b) fails to provide the required advance payment or security in accordance with article 5.7, within the time specified by Supplier; c) has provided an advance payment or a security and the Customer’s debts to the Supplier exceed the Customer’s advance payment or security; d) is in breach of its obligations under section 4.
9.2 The Supplier may also suspend the Services, if suspension is necessary for security reasons, network functionality, material public functions or due to protection of a third party.
9.3 If the Customer objects payment because of claimed Defects in the Services, and the Supplier opposes such claims, the Customer may issue a bank guarantee amounting to the due amounts. The Supplier undertakes not to suspend the Services under article 9.1 a) provided that the amount in delay of payment corresponds to alleged defects and the Customer provides such a satisfactory bank guarantee for the due amount.
10.1 The SLA (if applicable) sets out the Supplier’s responsibility to remedy Defects.
10.2 The Customer shall notify the Supplier of any Defects by email or through the Supplier portal without undue delay
10.3 The Supplier is only responsible for Defects attributable to Supplier. The Supplier will be liable for Defects arising in the Supplier’s system and Supplier’s own connections to the Internet and the Supplier’s mobile network. The Supplier will not be liable for Defects defined as small or limited in the SLA Agreement.
10.4 The Supplier is not responsible for Defects attributable to: a) the operators’ mobile network, public Internet or a third party’s phone system; b) the Customer’s IP networks or Customer-located PBXs; c) Necessary Equipment or Products; d) viruses of other external attacks on the Customer’s or a third party’s software, or otherwise to events beyond the Supplier’s control.
10.5 In case of Defects, the Customer may request a reduction of the fees. The amount of reduction will be determined considering the type of Defect, its consequences for the Customer and the fee for the affected part of the Services until the Defect was remedied. Any reduction of fees will be made by deduction on coming invoices, but if no additional invoices will suffice then by payment to the Customer. Where an SLA has been entered into between the Parties, the Customer’s possible compensation for Defects is regulated by the credits for the Supplier’s failure to meet its service levels/undertakings under the SLA.
11.1 The Agreement enters into force upon receipt of the Agreement signed by the Customer and Supplier’s written confirmation, subject to the Supplier’s approved credit check and receipt of the agreed deposit (if applicable), and remains in force until the expiry of the initial and Binding Period set out in the Service Agreement and Binding Periods pursuant to additional orders (if applicable), subject to extension under article 11.2 and premature termination under section 12 below.
11.2 Unless terminated by either party with a notice period of three (3) months prior to the expiry of the initial/Binding Period, the Agreement will continue in force until further notice, and may at any time be terminated in writing by either party no later than the last day of the current calendar month with a notification period of three (3) months, whereupon the Agreement will terminate on the last day of such third calendar month.
12. Premature Termination of the Agreement
12.1 Either party may terminate the Agreement with immediate effect if the other Party: a) commits a material breach to the provisions of the Agreement which is not remedied within thirty (30) days from written notice thereof; b) commits a material breach to the provisions of the Agreement which is not curable; or c) is declared bankrupt, enters into bankruptcy, individual voluntary arrangement, liquidation, winding up, receivership or administrative receivership administration, a corporate voluntary arrangement or compromises any debts with creditors, is subject to company reorganisation, seeks a composition of creditors, suspends payments or in any other way can be regarded as insolvent or is likely to become insolvent.
12.2 The Supplier may further terminate the Agreement with immediate effect, if a) the Services has been suspended for at least one (1) month under article 9.1; b) the Customer has delayed the provision of the Services according to article 5.7, and the delay has continued for at least six (6) months.
12.3 The Customer may also terminate the Agreement: a) If the Supplier discontinues a part of the Services without replacing it with similar functionality according to article 3.5, which the Customer can prove constitutes a significant material detriment of the Customer, the Customer shall be entitled to terminate the Agreement in writing at the last 10 days before the effective date of the amendment, modification or discontinuance; otherwise such change will be deemed accepted by the Customer; b) Under article 11.2; c) During Binding Periods, subject to compensation to the Supplier for remaining fees as described in article 13.3 below.
13. Effects of Termination
13.1 Upon termination of the Agreement, all rights of the Customer to use the Service ceases.
13.2 Fixed periodic fees paid will be reimbursed to the Customer to the extent that the fees refer to the period after the termination of the Agreement, except in cases where the reason for termination of the Agreement can be attributed to the Customer’s breach of contract. Amounts less than SEK 100 will not be refunded.
13.3 If the Customer terminates the Agreement without cause during a Binding Period or if Supplier terminates the Agreement under article 12.1 or 12.2, the Customer shall remunerate the Supplier for the fees for the remainder of any Binding Period(s) (if applicable). Upon such termination during Binding Period(s) the Supplier will charge the Customer such final remaining fees for the Binding Periods.
14. Limitation of liability
14.1 The Supplier shall not be liable to the Customer under this Agreement for any interruption of business or any indirect, special, incidental, punitive or consequential damages of any kind, including but not limited to loss of profit, wasted expenditure, loss of savings or business or loss of data. The Supplier’s maximum aggregate liability to the Customer for the Services hereunder shall not exceed the sum of fees paid by the Customer under the Agreement to the Supplier for the Services during a twelve (12) month period preceding the date of the Customer’s claim.
14.2 A party loses its right to claim damages under the Agreement, if the party does not notify the other party of the claim in writing within 30 days from the time the party were or should have been aware of the reason for the claim.
14.3 Nothing in this Agreement excludes or limits the Supplier’s liability for: a) death or personal injury caused by Supplier’s negligence; b) fraud or fraudulent misrepresentation; or c) any liability which cannot legally be excluded or limited.
15.1 The Supplier is entitled to make amendments in these General Terms and Conditions, for example due to the continuous development of the Services as described under Article 3.4 or otherwise. The Supplier shall notify the Customer of such amendments no later than three (3) months in advance (unless otherwise set out in Article 5).
15.2 If Customer does not accept the Supplier amends of the General Terms and Conditions, the Parties shall try to agree on a mutually acceptable solution. Notwithstanding, if the Customer does not accept the change the Customer has the right to within three (3) months from the notice set out in 15.1 in writing terminate the Agreement. If such notice is not given, the Customer is considered to have accepted the new terms and conditions. The Customer is bound by the change until termination is carried out. Upon termination according to this Section 18.3, the Customer is not liable for payment of remaining recurring fees for the Services, however, any remaining fees or costs for equipment, installation or the like shall be paid and borrowed equipment shall be returned.
15.3 The Customer’s right set out in 15.2 shall not apply if the changes are exclusively to the benefit of the Customer, are of a purely administrative nature and have no negative effect on the end-user, or are directly imposed by European Union or national law or in relation to Services not governed by the Swedish Electronic Communications Act (Sw. Lag (2022:482) om elektronisk kommunikation).
16. Force majeur
16.1 The Supplier shall be relieved from liability for a failure to perform any obligation due to any circumstance which impedes, delays or aggravates any obligation to be fulfilled under this Agreement, such as changes in laws and regulations or in the interpretation thereof, acts of authorities, war, acts of war, labour disputes, blockades, major accidents, pandemic or other occurrence beyond the reasonable control of the Supplier.
17.1 Notices under the Agreement shall be made in writing (including email).
18.1 The Customer may not assign, transfer, charge or otherwise dispose of all or any of its rights and responsibilities under this Agreement without the prior written consent of the Supplier.
18.2 This Agreement sets out the entire agreement between the parties, and overrides any prior arrangement, correspondence or representations relating to its subject matter.
18.3 If any provision of the Agreement is ruled to be invalid for any reason, that invalidity will not affect the rest of this Agreement which will remain valid and enforceable in all respects.
19. Governing Law and Disputes
This Agreement shall be construed in accordance with and be governed by the substantive laws of Sweden. Any dispute, controversy or claim arising out of or in connection with the Agreement, or the breach, termination or invalidity thereof, shall, with the exclusion of any other courts, subject to the jurisdiction of Swedish courts, with be settled at the Stockholm District Court, Sweden, as the court of first instance.
*To the extent applicable, please refer to your agreement with Telavox for the specific terms and conditions that apply to you.