Terms and Conditions
Version 2019
GENERAL TERMS AND CONDITIONS OF EXION NETWORKS SA (CGEX)
1. Scope of application
The general terms and conditions (CGEX) govern the relations between Exion Networks SA (hereinafter named “Exion”) and natural and legal persons (hereinafter named “customer”) in the context of all the service performances provided by Exion, to the extent that there are no other written agreements. More recent versions of the CGEX enter into force automatically unless the customer contests them in writing and within 30 days from the date of publication of the new CGEX on the site www.exion.ch.
2. Entry into force, duration and termination
2.1. The service contract is concluded with the signing of the same and acceptance on the part of Exion.
2.2. The duration of the contract is unlimited.
2.3. The minimum duration of the contract is two years, save for indications to the contrary with a higher minimum duration.
2.4. Once the minimum contractual duration has ended, it is renewed tacitly for a further year, and so on. Both parties may terminate the contract at any time while respecting the minimum duration and the tacit renewal, giving notice thereof by registered letter and with a minimum notice period of 3 months.
2.5. Any residual credits will not be refunded in the event of termination on the part of the customer, but the latter will be able to benefit from them until they are completely used up.
2.6. Exion reserves the right to interrupt the service without any notice should the conduct of the customer be contrary to the law and to good morals, or if this causes damage to Exion or to other customers of Exion.
2.7. In the event of early termination with respect to the contractual terms on the part of the customer, Exion will invoice a penalty equal to the amount of the monthly subscriptions (fixed service performances) multiplied by the months remaining until the regular contractual expiry, however at least 300.- CHF.
3. Performances of the provider
3.1. Exion provides the performances on the basis of the service contracts concluded with the customer.
3.2. All the prices and services proposed may be changed at any time and are continuously adapted to the situation of the market. By the use of the services offered, the customer accepts the prices and conditions currently valid.
3.3. The call numbers assigned to the customer are the property of the customer in accordance with the federal provisions on telecommunications.
3.4. The IP addresses assigned to the customer remain the property of Exion and may not be transferred to third parties.
3.5. The Swiss fixed-network call numbers that are transferred from another telephone operator to Exion remain the property of the customer, who may request in writing their migration to another operator.
3.6. Exion reserves the right to refuse the portability of the customer's numbers to third-party operators until the complete settlement of the outstanding invoices, including any penalties for early termination as per point 2.7.
3.7. The tariffs in force at a given time may be consulted on the portal www.exion.ch.
3.8. Adaptations and improvements of the services do not require any written communication.
3.9. The customer is entitled to the free updating of the software covered by this Contract for the entire duration of the same from the date of activation of the Contract itself. The updates will be applied transparently and automatically by Exion on the server side and do not normally entail any service disruption for the customer.
4. Delivery and payment
4.1. The equipment will be delivered to the purchaser at the address specified, who ascertains the good condition of the same and undertakes to install the equipment received in adequate premises equipped with suitable electrical power supply installations, corresponding to the technical specifications required by the Provider and to the general regulations.
4.2. The payment terms for the equipment and the one-off activation costs are 50% on order with invoice at 10 days and the remaining 50% on delivery with invoice at 20 days.
4.3. The invoicing of the service performances takes place according to advance-invoicing terms of two months as regards the fixed items (such as, for example, subscriptions, options, flat-rate channels, etc.). As regards the variable items (such as, for example, the costs of conversations or pay-per-use options, etc.), the invoicing is deferred to the month following the period concerned. Both items are grouped into a single invoice, issued on a monthly basis.
4.4. Upon the conclusion of a new contractual relationship and in compliance with what is provided for in point 4.3, the customer will receive from Exion a first invoice for 2 months in advance covering the fixed service performances. By contrast, in the event of termination, the last two monthly instalments invoiced will comprise only the variable items.
4.5. The customer receives monthly from Exion an invoice in Swiss francs, save for different agreements. If the amount of the invoice were too low to justify its issuance, Exion may invoice the amount the following month and so on.
4.6. The payment term is 20 days from the date of the invoice, save for particular situations.
4.7. Should the customer be in arrears with payments, Exion reserves the right to interrupt the supply of the services by means of written communication. Each suspension entails a one-off administrative fee of 100.- CHF which must be paid together with the amount in arrears before a subsequent reactivation.
4.8. The customer accepts that in the event of default in payments, the telephone connection may be interrupted temporarily and replaced with an automatic message announcing the non-payment of the invoices, inviting them to contact the customer service.
4.9. In the event of non-settlement of all the arrears within a final term of 15 days from the date of the interruption of the supply of the services, Exion reserves the right to terminate the contract with the customer unilaterally, giving written communication thereof and requesting any penalties provided for in point 2.7.
4.10. All the equipment remains the property of Exion until payment of the same has taken place.
4.11. In the event of the opening of enforcement proceedings against the customer on the part of the Provider, the legal representative of the customer constitutes themselves as joint and several debtor.
5. Assistance service
5.1. The customer obtains the assistance service for the entire duration of the Contract.
5.2. The free technical assistance service answers only questions of a general nature and does not include requests for modifications of the service such as, for example, the setting of diversions, the modification of extension numbers, the addition of voice messages, modifications of voicemails, the restarting of servers, etc. These interventions are considered service tickets and are invoiced at the current tariff conditions.
5.3. This service gives the customer the right to contact the technical support by telephone or by e-mail at the indicated times and according to the following conditions: ▪ assistance by e-mail and/or trouble ticketing system. ▪ telephone assistance. ▪ hardware assistance under warranty up to 1 year from the date of installation.
5.4. The technical service is available every working day from Monday to Friday in the following time slots: 09:00 – 12:00 / 13:30 – 18:00 CEST (hereinafter “office hours”).
5.5. The assistance service is provided only if the customer is in order with all the payments at the exact contractually agreed deadlines.
5.6. The assistance service is not required to give explanations, information or instructions on the operating systems and on their functions, nor regarding any other electrical, telematic or IT infrastructure not expressly listed in this contract.
6. Methods of execution of the assistance interventions
6.1. Every report of a malfunction is examined promptly with the aim of restoring the functioning in the shortest time possible.
6.2. The reports of a malfunction must mandatorily arrive by means of one of the following channels: ▪ Via the technical support switchboard at the telephone number 0848 848 180 during office hours. ▪ Via the on-call switchboard at the telephone number 0900 900 180 outside office hours. ▪ Via the e-mail support@exion.ch.
6.3. Should the customer have subscribed to a Service Level Agreement (“SLA”) subscription with Exion that provides for certain reaction and intervention times, the following provisions apply. Otherwise, the assistance service is not guaranteed and is provided on the basis of a “best effort” according to availability.
6.3.1. Exion undertakes to respond to the customer's intervention requests within the “response times” specified in the appropriate contractual documentation, examining the problem set out and starting the process of analysis and resolution of the problem.
6.3.2.The assistance requests may be examined on working days during office hours for the type of time slot “8 / 5” indicated on the appropriate contractual documentation. By contrast, if the agreed time slot is “24 / 7”, the requests may arrive at any time, 24 hours a day, public holidays included.
6.3.3.By “examination” is meant a response, written or by telephone, on the part of a collaborator of Exion.
6.3.4.In the event that Exion does not respect the agreed response times, the customer will be recognised an indemnity for the service disruption equal to 100.- CHF for each hour of delay from the maximum time within which the intervention was to be carried out. The said indemnity is, however, not payable in cash but will be deducted from future subscription fees for the Exion services.
7. Exclusion of the assistance service
7.1. In the event that the equipment covered by the Contract should be repaired or in any case subjected to interventions or tampering on the part of persons other than the technicians accredited by Exion, the latter will be exonerated from any responsibility or obligation of assistance within the meaning of this contract, without prejudice to the obligation of the customer to pay all the sums provided for within the meaning of this Contract.
7.2. The Provider will moreover not be required to provide technical and operational assistance when the damage or the service disruptions are caused by:
7.2.1.improper use of the equipment.
7.2.2.carelessness, negligence, wilful misconduct of the operators of the equipment.
7.2.3.over-supply or under-supply of energy caused by the malfunction of the network.
7.2.4.abnormal operating conditions determined by intentional overloads or by experiments and similar causes.
7.2.5.non-compliance with the technical and environmental rules of use or with the provisions of the Provider relating to the use of the equipment.
7.2.6.the execution of modifications to the equipment, the installation and uninstallation of the same and services connected to the operations of transfer of the equipment.
7.2.7.malfunction of the internet or telephone line of the place of installation.
7.2.8.natural disasters, such as floods, inundations, earthquakes, lightning…
7.2.9.cases of force majeure, including strikes, riots, revolutions, wars, explosions and any other unforeseeable and exceptional cause
7.2.10.attacks on the part of computer hackers, abuses of the service, breaches of the security of the private customer's network and the like.
8. Maintenance and service disruptions
8.1. The service is directly dependent on the quality of the Internet line and of the local network (LAN) of the customer. In the event that the local network (LAN) of the customer were not to allow the correct or stable use of the service, it is the responsibility of the customer to ensure the correct operation of the same.
8.2. Any ordinary suspensions of the service will be made known by e-mail at least 24 hours in advance.
8.3. As a rule the performances and services covered by the contract are available 24 hours a day, 7 days a week, without limit and subject to technical problems.
8.4. Exion expressly does not answer for direct or indirect collateral damage and for damage of third parties, as well as for losses of data and for cases of loss of earnings.
9. Detail of the calls and disputes
9.1. The detail of the calls is visible on the customer portal of the site cdr.exion.ch; authentication takes place by login with the username and password assigned to the customer.
9.2. The sending of the call details in writing is expressly excluded, with the exception of the monthly statistics which are sent as an attachment to the invoice.
9.3. The customer is given the option to appeal within 20 days from the date of issuance of the invoice, presenting in writing their own observations. Once this term has elapsed, it will be deemed that the customer has tacitly confirmed the correctness of the same and that any future dispute is excluded.
9.4. In any event the customer is not exonerated from the due date of the invoice and from the explicit obligation of its payment until written confirmation on the part of Exion has taken place.
10. Prepay services
10.1. Before using the service, the customer must ascertain that they have purchased sufficient credit on their user account.
10.2. The customer may carry out their top-up directly via the Internet on the portal, performing a login with the username and password assigned to them.
10.3. The customer may not request the refund or the reversal of the credit already paid.
11. Credit limit
11.1. Exion reserves the right to set a credit limit per customer or to request advance payment.
11.2. Should it, upon the conclusion of this contract, be plausible to suppose that the monthly turnover of the service performances exceeds 1000.- CHF, or should there be doubts about the creditworthiness of the customer, a security deposit of an amount deemed sufficient by Exion will be requested. In that case, Exion will activate the services only once collection has taken place.
11.3. Should a security deposit be requested and the customer not pay it, Exion may refuse to provide the services and also dissolve the contract without any notice, without thereby owing any indemnification.
11.4. In the course of a payment summons in enforcement proceedings or of the opening of bankruptcy proceedings, the same rule applies, if the customer or the bankruptcy trustee cannot provide guarantees on the payment of the next invoices.
12. Protection of data and of transmissions
12.1. Exion uses the data of the customers in full compliance with the legislation relating to data protection. The customer declares their agreement that Exion process their data, to the extent that this is necessary for the accomplishment of the services requested.
12.2. The customer agrees that Exion use the data in the examination of creditworthiness and that it receive the relevant information.
12.3. Exion may use the data of the customer for its own statistical purposes and for the settlements with its sales agents.
12.4. Exion respects in principle the utmost confidentiality on the data stored on its own servers and takes regular measures to safeguard the security of its own IT infrastructure. However, the customer accepts that it is not possible to guarantee the absolute safeguarding of the data and releases Exion already as of now from any legal repercussion (civil and criminal) in the event of a breach of the security of its own infrastructure on the part of unauthorised third parties.
13. Abuses, limits and responsibility
13.1. The flat-rate telephony tariffs are provided to customers who make regular use of them within a corporate context for their own telephone traffic. The resale of the traffic to third parties, telemarketing campaigns, use in call centres, as well as the generation of telephone traffic outside the usual corporate volumes, are expressly prohibited.
13.2. In the event of abuse, Exion reserves the right to interrupt immediately and without any obligation of notice the flat-rate tariff in force and to switch it to a regular volume-based tariffing according to the pay-per-use tariffs in force.
13.3. For telephony subscriptions with a nil fixed monthly cost (for example Exion Trunk pay-per-use tariff, ExionPhone Zero or Exion Voice Trunking with pay-per-use option), the customer undertakes to actively use their own account for corporate fixed-line telephony. Should the customer not generate at least the minimum monthly amount of telephone traffic agreed, Exion reserves the right to invoice the said amount in any case. This applies also as a criterion of application of any early termination as indicated in point 2.7 (termination on the part of the customer) and 4.9 (termination on the part of Exion).
13.4. Exion provides the services to the customer only against authentication by means of username and password. These two security parameters are the only ones that Exion is required to verify; it is therefore the responsibility of the customer that these be kept in the most secure manner possible and that they not be usable by unauthorised third parties.
13.5. Anyone who authenticates to the services of Exion as indicated in point 13.4 is authorised to act in the name and on behalf of the customer.
13.6. In the event of abuse, Exion reserves the right to terminate the contract with the customer unilaterally and with immediate effect. The termination penalties as indicated in point 2.7 remain in force.
13.7. Exion provides predefined on-hold music without particular restrictions of use. Requests for personalisation of the on-hold music are accepted upon explicit request on the part of the customer. In that case the customer is entirely responsible for the verification of the provisions in force on copyright and for obtaining, where applicable, a licence of use on the part of the copyright holder. Exion cannot be held responsible for potential infringements of the copyright of third parties and for the potential repercussions of a civil or criminal nature that could derive therefrom; every report in this sense will be forwarded to the customer.
14. Final provisions and place of jurisdiction
14.1. No oral agreements are recognised; in order for modifications and supplements to be valid the written form is necessary.
14.2. The lack of validity of individual points of this CGEX does not prejudice the validity of the others.
14.3. Every legal matter between the customer and Exion is subject to Swiss law.
14.4. The sole place of jurisdiction is that of Bellinzona, Switzerland.
14.5. For anything not expressly cited in this contract, the code of obligations is authoritative.
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