General terms and conditions
2024-07-09
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DEFINITIONS
Agreement: These general terms and conditions and other written documents, including but not limited to the Service Agreement.
Service agreement:The document that is signed and contains specific conditions for the Service, which includes any binding period for the Service also called the Contract Period.
Customer: The legal person with whom Pingaway AS, 932 526 999 has entered into an Agreement.
Service: The Service(s) provided by Pingaway.
Special Equipment: Equipment required for the use of the Service. The description includes i.a. broadband connection and office network. Requirements for the special equipment are stated in the Service Agreement. Special Equipment is not included in the Service.
Products: Products required for the use of the Service.
The description includes i.a. phones, ATA-boxes, terminals and other products sold by Pingaway and competitors of Pingaway. Products are not included in the Service. When purchasing products from Pingaway, a special agreement is made between the Customer and Pingaway.SLA: Pingaway Service Level Agreement.
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GENERAL
2.1 Pingaway’s General Terms and Conditions govern the Service(s) provided by Pingaway under the Agreement to a legal entity. These General Terms and Conditions constitute an integral part of the Agreement entered into between Pingaway and the Customer. Unless otherwise explicitly agreed, the specific terms and conditions set forth in the Service Agreement by the parties shall prevail; otherwise, these General Terms and Conditions shall apply.
2.2 The Agreement shall be considered entered into upon Pingaway’s receipt of a duly signed Agreement from the Customer, approval of the creditworthiness assessment, and, where applicable, payment of the required deposit. -
SERVICE DESCRIPTION
3.1 The Service includes telephony services and the right to use other communication services.
3.2 To use the Service, the Customer must have access to Special Equipment and Products.
3.3 Pingaway aims to continuously develop, update, and renew the Service with the purpose of enhancing the Customer’s experience and use of the Service, meeting the Customer’s needs, and/or aligning with market trends. -
CUSTOMER’S COMMITMENTS AND LIABILITIES
4.1 The Customer is responsible for ensuring that the Service has the necessary Special Equipment and Products as specified in the Service Agreement. The Customer is also responsible for all costs related to the operation and purchase of Special Equipment and Products.
4.2 The Service may only be connected to such Special Equipment and Products that comply with the requirements of law, regulations, or technical standards.
4.3 The Customer is responsible for storing Pingaway’s passwords, codes, identities, or similar items securely and in compliance with applicable data protection regulations.
4.4 The Customer is responsible for ensuring that the Service is used in accordance with the Agreement and in a responsible and lawful manner. Should any form of violation come to the Customer’s attention, the Customer is obligated to take immediate corrective action and inform Pingaway of the breach. Pingaway reserves the right to charge the Customer for any actions undertaken by Pingaway as a result of misuse of the Service.
4.5 The Customer shall under no circumstances have the right to seek unauthorized access to connected network and data resources with respect to both the Pingaway network and others, unauthorized use, destruction, or corruption of information within the Pingaway network or connected networks. The Customer may not access or disseminate such information to third parties.
4.6 The Customer is obligated to notify Pingaway in writing of their name, address, and any changes to their phone number. If the Customer fails to report this as soon as possible and their connection to the Frontdesk network is used without authorization by another party, the Customer is required to compensate Pingaway for the usage.
4.7 When selecting Ping Mobile Unlimited, users receive unlimited data traffic. To ensure fair use of network resources and to prevent excessive usage that could impact the experience of other users, a Fair Usage Policy (FUP) is applied to data traffic with a monthly data limit of 200GB per mobile license. -
FEES, CONTRACT PERIOD AND PAYMENT
5.1 Unless otherwise agreed, fees are paid in accordance with Pingaway’s prevailing price list at any given time. Fees may consist of variable and/or fixed charges, a one-time fee such as shipping, billing fees, and activation fees. All fees are exclusive of VAT, other taxes, and charges.
5.2 If the Service is misused and/or used unreasonably, Pingaway reserves the right to charge the Customer an additional fee in addition to the applicable price list for the Service. Fees shall be communicated in an appropriate manner no later than 30 days in advance.
5.3 Payment for Ping RAM/Switch is made in advance, while other fees are paid in arrears, with a due date 30 days after the invoice date, unless otherwise agreed. Interest is charged in accordance with the Interest Act (1975:635). Costs for reminders and debt collection are charged in accordance with the Act (1981:739) on Compensation for Debt Collection Costs. Invoice fees for E-invoice/EHF (NOK 49 per invoice) and Paper Invoice (NOK 79 per invoice) are added to Ping Pro and invoiced under this item.
5.4 During the term of the agreement, Pingaway has the right to request advance payment or for the Customer to provide security for the fulfillment of the Agreement if deemed justified based on a credit assessment. No interest shall be paid on the advanced amount. Pingaway also has the right to deduct from the advance amount or security an amount equivalent to overdue claims.
5.5 If subsidiaries of the Customer, companies within the Customer’s group of companies, and/or companies within a cooperative order the Service under the framework of this Agreement, the Customer is ultimately responsible for the Service.
5.6 If the Customer is unable to use the ordered Service due to factors attributable to the Customer or circumstances beyond Pingaway’s control, this shall not exempt the Customer from the obligation to pay the applicable fees. -
INSTALLATION
6.1 The commitment period for the Service will commence on the date of activation. Implementation shall take place within sixteen (16) weeks from the date the Agreement was signed, unless another timeframe is agreed. The Customer commits to providing Pingaway with information in a timely manner and taking necessary actions as instructed by Pingaway to ensure that the setup can proceed as planned. -
DELIVERY
7.1 In the event of a delivery delay caused by the Customer or due to circumstances for which the Customer is responsible, Pingaway is entitled to invoice the Customer for any costs incurred as a result of the delay. If such a delay lasts for at least six (6) months, Pingaway is also entitled to invoice the full order value for the Ping RAM and Ping Switch Services, after which the Service will no longer apply. -
ROAMING
8.1 Roaming traffic within the EU is based on equivalent domestic prices. In accordance with EU Regulation No. 531/2012, the volume of roaming traffic must correspond to fair use, where the following scenarios qualify as misuse:
– Insignificant domestic traffic compared to roaming traffic
– Significant inactivity of the given SIM card in the home country, where most or exclusive usage consists of roaming traffic
– Sequential subscription and use of multiple SIM cards by an individual user while roaming
8.2 If a Customer misuses roaming in accordance with section 8.1, Pingaway reserves the right to charge additional fees for used roaming traffic in accordance with EU Regulation No. 531/2012. The volume of data roaming is limited to the data allowance in the user’s domestic data package for the corresponding license, where fair usage is calculated using the following formula: (License price and associated data package / wholesale cap) * 2. -
CUSTOMER INFORMATION AND PERSONAL DATA
9.1 At the time of entering into the Agreement, Pingaway records the Customer’s ownership rights and the user’s personal information to enable the Customer to use the Service and for Pingaway to verify its obligations under this Agreement.
9.2 Pingaway has the right to provide the Customer’s name, address, telephone number, and internet address to companies that offer directory information services unless the Customer requests that the data be protected.
9.3 Information on how Pingaway processes personal data in its capacity as a Data Controller is available in Pingaway’s Privacy Notice. When Pingaway processes personal data on behalf of the Customer in its capacity as a Data Processor, such processing is governed by the Data Processing Agreement, which forms an appendix to these General Terms and Conditions. Both the Privacy Notice and the Data Processing Agreement are available on Pingaway’s privacy webpage at: https://pingaway.no/juridisk-informasjon/ -
SERVICE AND MAINTENANCE
10.1 Unless otherwise agreed (see the SLA agreement), Pingaway support is available on weekdays from 08:00 to 17:00. -
CHANGES
11.1 Pingaway reserves the right to amend these general terms and conditions and/or make changes to parts of the Service without obtaining the Customer’s approval, as clarified in section 3.3.
11.2 If Pingaway intends to amend these general terms and conditions and/or make changes to the Service, and if the change is disadvantageous to the Customer and/or the disadvantage is significant, notice of the change shall be sent to the Customer no later than 30 days before the change takes effect. -
TERMINATION
12.1 The Agreement shall terminate no later than 3 months after the original Agreement period. After the original Agreement period, the Agreement will continue indefinitely with a 3-month notice period. An Agreement that runs for an indefinite period shall terminate at the end of the current calendar year. If the Agreement is terminated during the Agreement period, Pingaway is entitled to charge the Customer for the remaining Agreement period. Should the Customer deactivate a user from an active license at any time during the Agreement Term, the license shall remain subject to billing in accordance with the number of licenses agreed upon at the inception of the Agreement. If the Customer, at any point during the Agreement period, terminates/ports/moves their mobile numbers, landline numbers, or number ranges to another operator/provider, Pingaway is entitled to charge a fixed fee per Ping Mobile/Flexible license as a breach fee. The breach fee is 3000 NOK per subscription. The breach fee will also be charged per subscriber at the same amount if the Customer cancels any porting order made at the same time as this binding Agreement is entered into.
12.2 Termination shall be in writing.
12.3 If the Agreement ceases to apply, all rights for the Customer to use the Service will also terminate.
12.4 Pingaway reserves the right to discontinue the delivery of a part of the Service with 30 days» notice. This also applies during the original Agreement period. The Service shall, to the greatest extent possible, be replaced by another Service with equivalent functionality and quality.
12.5 If Pingaway provides the Customer with reserved numbers that the Customer does not use, pay for, or has not ordered, such as premium numbers, Pingaway reserves the right to revoke them. The Customer will not be compensated for this. -
SUSPENSION, SHUTDOWN AND TERMINATION
13.1 Pingaway has the right to suspend the Service and/or terminate the Agreement, with immediate effect, without any obligation to refund the Customer’s deposited funds and paid fees, alternatively by final invoicing the Customer for the period until the end of the Agreement term, if:
– The Customer has used the Service incorrectly or taken other actions that have resulted in significant disadvantage to Pingaway, Pingaway systems and related systems, other customers, or third parties.
– The Customer, despite a reminder, did not pay fees within the specified time or in any other way committed a material breach of contract.
– The Customer after renewed credit review is considered to have insufficient creditworthiness.If possible, the Customer shall be notified in writing 30 days in advance of the suspension of the Service and/or termination of the Agreement. The reasons for the suspension shall be specified, and, if applicable, actions and a timeline for the Customer to remedy the stated cause.
13.2 If necessary for security reasons, the functionality of network-critical social functions, or for the protection of third parties, Pingaway may shut down the Service without prior notice to the Customer. The Customer shall be informed immediately upon suspension.
13.3 In the event that the Customer is in payment arrears for more than 20 days, despite written reminders, or if the Customer’s debt to Pingaway exceeds the security provided in accordance with section 5.4, Pingaway has the right to suspend the Customer from further use of the Service until full payment has been made. The Customer will be urged in writing to make the payment. If the Customer’s delay is due to incorrect objections from the Customer, the Customer may issue a bank guarantee in favor of Pingaway for an amount equal to the overdue claim. The issuance of such a bank guarantee allows continued use of the Service pending the determination of liability for the dispute. -
ANSVAR
14.1 The SLA Agreement specifies provisions for how errors are corrected and the availability that Pingaway offers to the Customer.
14.2 In the event of an error in the Service that falls within Pingaway’s area of responsibility, the Customer is entitled to a price reduction. Such price reductions are given in an amount corresponding to the fixed fee for the unusable Service, calculated for the duration of the error from the time the issue was reported to Pingaway. Compensation under this clause does not apply if the Customer has entered into a separate SLA Agreement.
14.3 Pingaway is responsible for errors that occur in Pingaway’s systems and Pingaway’s own connections to the internet, public mobile, and fixed telecommunication networks. However, Pingaway is not responsible for errors defined as limited in the SLA Agreement.
Errors caused by issues in the mobile network, between customers» IP networks, in the customer’s placed PBX, or on the public internet are outside of Pingaway’s area of responsibility. Additionally, Pingaway is not responsible for errors in Special Equipment and Products, or errors in the Service that result from failures or disruptions in Special Equipment or Products.
14.4 Pingaway shall not be liable to the Customer under this Agreement for business interruptions or for indirect, special, or consequential damages of any kind, including but not limited to: loss resulting from the Service not being used as intended, lost profits, lost savings or revenue, or loss of data. Pingaway’s maximum total liability to the Customer for the Service shall not exceed the amount of the fees the Customer has paid to Pingaway under the Agreement for the Services during the twelve (12) months preceding the Customer’s claim.
14.5 Pingaway is not liable for cases where an authorized or unauthorized person breaches the Customer’s data resources and gains access to, destroys, or alters information. Pingaway is not responsible for consequences arising when a third party has used the Customer’s code, password, identity, or similar.
14.6 If damage occurs, it is the Customer’s duty to limit it. Pingaway is not responsible for damage that could have been limited by the Customer.
14.7 Each party loses its right to claim compensation under the Agreement if the party does not notify the other party in writing of the claim within 30 days after the circumstance that caused the claim was discovered or should have been discovered. The party shall be exempt from compensation and other consequences if the fulfillment of an obligation is hindered or significantly impeded by a circumstance that the party could not reasonably have controlled or foreseen.
14.8 Notification of errors and delays must be made immediately and confirmed by Pingaway. Failure to notify means that the error/delay cannot be enforced against Pingaway.
14.9 The parties agree that compensation under this Agreement excludes the right to damages and/or further price reductions not mentioned in section 14.2 and/or in accordance with the SLA.
14.10 The Supplier has the right to transfer or assign the Agreement, its rights, or obligations under the Agreement, in whole or in part, to another company within the Supplier’s group or to a third party who can reasonably be expected to fulfill the obligations under the Agreement in a satisfactory manner, without the Customer’s consent. The Customer does not have the right to transfer or assign the Agreement, its rights, or obligations under the Agreement, in whole or in part, without the Supplier’s prior written consent.
14.11 The Agreement is pledged to Svea Bank AB. Payment of claims, of any kind, arising from this Agreement may only be made to Svea Bank AB and to the accounts designated by Svea Bank AB.
14.12 Nothing in this Agreement limits Frontdesk’s liability for:
a) death or personal injury caused by Frontdesk’s negligence,
b) fraud or intentional misrepresentation,
c) liability that cannot be limited under applicable law. - JURISDICTION AND DISPUTE RESOLUTION
15.1 Norwegian law shall apply to this Agreement.
15.2 In the event that the parties can not agree out of court, a dispute in connection with this Agreement shall be settled in a Norwegian court, of which the district court in Oslo shall be the first instance.
15.3 Claims in connection with this Agreement shall, in order to be enforceable, be submitted in writing no later than 30 days after the party has become aware or should have become aware of the basis for the claim. If a claim is not made in time, the right to claim will cease.