GTC

Subject

The General Terms and Conditions (GTC) govern the general aspects of the business relationship for the purchase or provision of all services, in particular contact and call centre, telecommunications and related services of AP Dialog AG, Täfernstrasse 11, 5405 Baden, (hereinafter "AP Dialog") vis-à-vis its business customers ("Customer").

By signing the contract or using the services of AP Dialog, the customer confirms that he has taken note of, understands and accepts the contents of the GTC. AP Dialog shall not be bound by any terms and conditions of business and delivery or any other documents of the buyer which replace or amend these GTC. These GTC form an integral part of all contracts concluded by AP Dialog with customers. In the event of contradictions, the contract shall take precedence over the GTC.

Our details

These GTC apply to AP Dialog AG, Täfernstrasse 11, 5405 Baden-Dättwil and its locations.

We have the following locations:

• AP Dialog AG, Täfernstrasse 11 in 5405 Baden-Dättwil, Switzerland and
• AP Dialog GmbH, Diefenbachgasse 35, 1150 Vienna, Austria.

AP Dialog AG operates the following websites:

• www.apdialog.com
• www.1820.ch
• www.118811.at
• www.11840.de

Definitions

Forwarding destination:  Is the telephone number, email address or other communication channel provided to the customer for the purpose of providing AP Dialog services.

Net contact:  Is a telephone contact to a target person with a defined result. Usually, this contact forms the basis for billing.

Prices:  Are those fees and charges to be paid by the client for the use of AP Dialog's services in accordance with the contract with the client.

Facilities:  Are all fixed and mobile facilities handed over and/or installed to the customer by AP Dialog for the purpose of providing services of AP Dialog. The equipment shall remain the exclusive property of AP Dialog unless otherwise agreed in writing.

Services

AP Dialog provides services for its customers at home and abroad. The content and scope of the individual services result from the contract with the customer and from the GTC.

Maintenance and servicing work

AP Dialog reserves the right to suspend services for maintenance and servicing. Except in emergencies, maintenance work generally takes place during the night hours.

Forwarding destination

AP Dialog may assign a redirection target to the customer via which the services of AP Dialog are processed. The content and scope of the individual services result from the contract which, together with these GTC, forms the basis of the contractual relationship between the customer and AP Dialog.

Conclusion, duration and termination of the contract

Closing

The contract between the customer and AP Dialog is concluded with the mutual signing of the contract.

Duration

Unless otherwise agreed, the contract is concluded for an indefinite period. The contract may be terminated in writing at the end of a month by giving 3 months' notice. Any written agreements to the contrary in the contract remain reserved.

Cancellation

If a contractual minimum term has been agreed and the customer terminates before its expiry, AP Dialog shall be released from the further provision of its services upon receipt of the termination notice. The customer shall pay all agreed costs and fees until the regular expiry of the contract.

Unless otherwise agreed, the contract may be terminated by either party by giving written notice of termination at the end of each month, subject to a notice period of 3 months.

Ridgeless termination

The contract may be terminated without notice if the customer becomes insolvent or is declared bankrupt.

End of contract

With the termination of the contract, the forwarding destination allocated to the customer is blocked for inbound orders.

Any information, documents, software or equipment handed over to the customer shall be handed over to AP Dialog by the customer without being asked and local copies shall be destroyed. Any dismantling of equipment shall be carried out at the customer's expense.

Responsibility of the customer

Changes

The customer is obliged to enable the provision of the services. Changes of address, changes of company, changes of access authorisations or other changes which are essential for the provision of AP Dialog services shall be notified at least fourteen days in advance.

Absences

In the event of prolonged absence of the customer, the customer undertakes to test the call forwarding with AP Dialog for proper functioning prior to his absence.

Customer disruptions

The customer shall inform AP Dialog immediately of any malfunctions and, if necessary, assist in their elimination.

Special agreements Inbound

Subject to other written agreements with AP Dialog, the customer is not permitted to name or publish the diversion targets to AP Dialog in direct marketing campaigns or similar activities in print media, in radio or TV advertising, on the Internet or in other electronic media.

Prices

The prices result from the respective contract. Unless otherwise agreed, the prices are exclusive of VAT. Calls made or forwarded by AP Dialog as well as data transmissions via e-mail, pager, SMS, chat or similar services shall be invoiced separately by AP Dialog on a monthly basis, unless these are included in a flat rate agreed with the customer.

Technical faults

Any short-term technical malfunction or failure of the services shall not release the client from payment of the invoices.

Customer infrastructure

Costs for external measures for the implementation of the services, such as call diversion, must be paid by the customer directly to the respective service provider or supplier.

Price adjustments

All prices are adjusted as of 1.2. of each calendar year. The adjustment shall be made:

• at 50% based on the official average inflation rate of the respective contract location,
• and in Switzerland at 50% based on the increases in the minimum wages in the Swiss Collective Labour Agreement (CLA) for the contact and call centre industry,
• and in Austria at 50% adjusted on the basis of the increases in the minimum wages of the collective agreement (KV).

AP Dialog reserves the right to make further price adjustments which will be notified to the customer in good time in advance so that the customer can terminate the contract within the agreed period of notice. Without written notice of termination within the notice period, the price adjustments shall be deemed accepted by the customer.

Terms of payment

Payment deadlines

Invoices must be paid within 30 days of the date of receipt or due date unless otherwise defined in the contract. After expiry of this period, the customer is in default without further reminder. Offsetting against claims of the customer is excluded. Any objections must be submitted in writing within 8 days of the invoice date, otherwise the invoice shall be deemed accepted by the customer.

Contractual services

In case of default of payment AP Dialog is entitled to suspend the contractual services until the customer has fulfilled his payment obligations. All associated costs, such as the blocking or unblocking of the redirection destination, shall be borne by the customer. AP Dialog shall not assume any liability for any damages incurred by the customer due to the blocking.

Data privacy

A central qualitative element of our services is data protection and information security. AP Dialog AG meets the requirements for the processing of personal data in accordance with the EU Data Protection Regulation (GDPR) and the Swiss Data Protection Act (DSG).

In case AP Dialog provides services for which an access to or a processing of personal data is required, the customer shall ensure that the required consent of the individuals has been obtained in advance. In case the personal data is processed or viewed on the customer's IT systems, the customer shall ensure that the infrastructure, systems and software in use meet the requirements of the respective data protection guidelines and / or legal bases.

You can find our privacy policy at Data privacy.

Secrecy

AP Dialog undertakes to maintain the confidentiality of all data received from the customer or from third parties for the attention of the customer and undertakes to comply with Art. 43 et seq. of the Telecommunications Act. Telecommunications Act to observe the secrecy of telecommunications.

Property

AP Dialog is the sole owner of any equipment handed over to the customer or used for the purpose of providing the services. In the event of seizure or bankruptcy, the customer undertakes to inform AP Dialog immediately of the seizure or bankruptcy and to inform debt enforcement and bankruptcy offices as well as third parties of AP Dialog's ownership.

Theft

In the event of theft, damage or loss of equipment, the customer shall compensate AP Dialog in full for the damage incurred.

Intellectual property rights

The intellectual property rights to all information, documents, software and objects handed over to the customer by AP Dialog shall remain with AP Dialog. The customer undertakes to return the information, documents and objects received to AP Dialog immediately after termination of the contract and not to use them after termination.

The intellectual property rights to all information, documents, software and objects handed over by the customer to AP Dialog shall remain with the customer. AP Dialog undertakes to return all information, documents and objects received from the customer immediately after termination of the contractual relationship or to destroy local copies and not to use them further after termination of the contractual relationship.

Operational disruptions

The customer shall notify AP Dialog of any disruptions and interruptions which prevent the provision of the services immediately after becoming aware of them and, if necessary, cooperate in rectifying them.

AP Dialog will remedy the faults/interruptions as quickly as possible within the framework of the technical and personnel possibilities.

Warranty & Business Continuity

AP Dialog cannot guarantee that the systems and programmes used for the provision of the services will function uninterruptedly and error-free in all customer-specific environments and with individual customer data. The provision of the contracted services by AP Dialog is subject to the uninterrupted availability of the data transmission networks of the telecommunications companies in all countries involved in the project for internet, fixed and mobile telephony and the power supply. The majority of all services are provided using providers in Switzerland and the European Union.

With regard to one-way means of communication such as SMS/pager/chat, it is only possible for AP Dialog to check whether a message was sent correctly, but not whether it was received or read. Any warranty in this respect is excluded on the part of AP Dialog.

AP Dialog provides its services with the contractually agreed resources and means to achieve its goals. Nevertheless, no guarantee can be given for the achievement of the intended goals.

Liability

AP Dialog shall be liable exclusively in the event of proof of unlawful intent or gross negligence and only for direct damage. Any further claims for damages of the customer against AP Dialog shall be excluded to the extent permitted by law.

Disclaimer

Liability of AP Dialog is excluded in the following cases:

• The customer is aware that the provision of services by AP Dialog may depend on the availability of the network as well as on external, in particular atmospheric, geographical or topographical influences, and that therefore temporary interruptions or restrictions in the availability of the services of AP Dialog may occur under certain circumstances. Interruptions are also possible for reasons of force majeure as well as for technical reasons.
• In case of data loss and changes.
• In the event of transmission errors (e.g. for data acquisition, listening, storage and transmission errors, as well as for faults in receiving equipment and in facilities).
• In the event of receipt, use and forwarding of data with illegal or immoral content.
• In the event of infringement of third party copyrights.

Special provisions

Forwarding destination

AP Dialog reserves the right to change the diversion target at any time by giving one month's notice. In this case, AP Dialog will inform the customer of the new diversion target in due time.

Assignment of rights and obligations

The assignment of rights and obligations of the customer arising from the contract shall require the prior written consent of AP Dialog.

Changes to these GTC

AP Dialog AG reserves the right to change the General Terms and Conditions or conditions of its services at any time. Amendments to these GTC shall be notified to the customer in writing and shall be deemed to have been delivered and accepted without objection after three days from dispatch.

Any invalidity of individual provisions shall not affect the remaining validity of the contract and these GTC.

You can find the current GTC at www.apdialog.com/agb.

Severability clause

If a provision of this agreement or an annex to this agreement is or becomes invalid, this shall not affect the validity of the remainder of the agreement. The contracting parties shall replace the invalid provision with a valid provision that comes as close as possible to the intended economic purpose of the invalid provision. The same shall apply to any loopholes in the contract.

Applicable law and place of jurisdiction

Swiss law is applicable to these GTC and to the contract with the customer unless otherwise contractually agreed.

The place of jurisdiction for contracts concluded with AP Dialog AG shall be Baden-Dättwil and for contracts concluded with AP Dialog GmbH shall be Vienna.

AP Dialog reserves the right to take legal action against the customer at his place of residence or business or at any other competent court.