Our General Terms and Conditions of Sale and Services (GTC)

For companies located
outside the US and Canada

For companies located
in the US and Canada

Version applicable as of 2025-05-29

Summary

Introduction
Definitions
1. Subscription and activation of the Service
- 1.1. Proofs of identity
- 1.2. Acceptance and modification of the GTCS&S
- 1.3. Contractual Term
- 1.4 Subscription Term
2. Restrictions on use of the Services
- 2.1. Misuse
- 2.2. Applicable regulations
3. Prices
- 3.1. Applicable prices
- 3.2. Price revision
4. Payment and billing
- 4.1. Payment methods
- 4.2. Value-added service numbers
- 4.3. Invoicing and payment terms
- 4.4. Late penalties
- 4.5. Disputes
5. Obligations of the Parties
- 5.1. Obligations of RINGOVER GROUP
- 5.2. Obligations of the Customer
6. Liability
- 6.1. Customer content
- 6.2. Quality and availability of the Service
- 6.3. Exclusion of liability
- 6.4. Limitation of liability
7. Confidentiality
- 7.1. Obligation of confidentiality
- 7.2. Forced disclosure
8. Suspension
- 8.1. Misuse
- 8.2. Failure to meet payment obligations
- 8.3. No reimbursement
9. Termination
- 9.1. Termination of a Subscription at the Customer’s initiative
- 9.2. Termination for cause
10. Portability
- 10.1. Inbound portability
- 10.2. Outgoing portability
11. Intellectual property
- 11.1. Rights of RINGOVER GROUP
- 11.2. Rights of the Customer
12. Personal data
13. Miscellaneous
- 13.1. Divisibility
- 13.2. Survival clause
- 13.3. Changes
- 13.4. Force majeure
- 13.5. Order of prevalence
- 13.6. Transfer
- 13.7. Language
- 13.8. Applicable law and jurisdiction
Appendix 1 - Description of the RINGOVER Services
Appendix 1(a) - Description of Cadence Services
Appendix 1(b) - Description of Empower Services
Appendix 1(c) – Description of the SIMLESS.AI Services
Appendix 1(d) – Description of the TARGET FIRST Services
Appendix 2 - Technical requirements
Appendix 3 - Special terms and conditions and Prices
- 1. Type of package according to the chosen Subscription
- 2. Conditions applicable to the sending of SMS
- 3. Exceeding the package
- 4. Volume commitment
- 5. Annual revision
- 6. Chargeable options
Appendix 4 - Limits on the use of the Service
- 1. Limit for short calls
- 2. Exceeding the average rate of use of the Service
- 3. Limitations of sending SMS
- 4. Limitations of content
- 5. Other restrictions
Appendix 5 – Service level
- 1. General principles
- 2. SLI
- 3. SLA
Appendix 6 – Data Processing Agreement

Introduction

These General Terms and Conditions of Sale and Services (hereinafter “GTCS&S") are applicable to the provision of Services by BJT PARTNERS - RINGOVER GROUP, whose trade name is "RINGOVER GROUP", a simplified joint stock company with a capital of 1,548,395 euros, registered in the Nanterre Companies Register under number 480234210, whose registered office is located at 50 bis rue Maurice Arnoux in Montrouge (92120), (hereinafter “RINGOVER GROUP”), to its customers (hereinafter the “Customer” or “Client”). It is specified that the Services are strictly limited to use for professional purposes, to the exclusion of any use as a consumer within the meaning of the Consumer Code. The GTCS&S must be accepted by the Customer who undertakes to transmit them to the Users and to ensure that the latter comply with them.

Definitions

“Access” means a limited right granted to the Customer to create a User Account.

“Data Processing Agreement” or “DPA” means the agreement of RINGOVER GROUP available at https://www.ringover.co.uk/data-processing-agreement, as may be amended at any time by RINGOVER GROUP in accordance with the terms set forth therein.

“Purchase Order” means the contractual document generated by RINGOVER GROUP and sent to the Customer specifying the Subscription formula chosen and the number of Accesses requested.

“Customer” means the legal or natural person who subscribes to a Service as a professional.

“Customer Account” means the account created by the Customer at the time of Subscription and to which the Users’ accounts and the Accesses acquired by the Customer are linked.

“User Account” means the account created by the Customer under an Access and allocated to the User for the use of the Service.

“Customer Content” means the account created by the Customer at the time of Subscription and to which the Users’ accounts and the Accesses acquired by the Customer are linked.

“Contract” means the contractual whole consisting of these GTCS&S and its Appendices and any Applicable Purchase Order.

“Effective Date” means the date of signature hereof by the parties.

“Incident” means the total interruption of the Service, as determined and measured by RINGOVER GROUP.

“Confidential Information” means all information that is designated as confidential or which ought reasonably to be regarded as confidential having regard to the nature of the information and the circumstances of disclosure including the terms hereof and (including prices), business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party.

“Ringover Numbers” means the telephone numbers allocated to the Customer at the time of Registration for the Service and/or when using the Service and/or the telephone numbers allocated to Users by the Customer under the Accesses.

“Services” means all the services provided by RINGOVER GROUP accessible on the Platform as described in Appendix 1.

“Subscription” means the process by which the Customer takes steps to benefit from the Service with RINGOVER GROUP or with one of its authorised distributors, suppliers, resellers or authorised spaces. Parties agree that access to the Services by the Customer includes the activation of its Account, whether or not portability has already occurred.

“User” means any person authorised by the Customer to use the Service under an Access.

1. Subscription and activation of the Service

1.1. Proofs of identity

The Customer ensures that the person subscribing to the Services on behalf of the Customer proves their identity and their capacity to act and represent the Customer by producing proofs (such as a company registration certificate, proof of identity, proof of address, invoices, powers of attorney, etc.). Every User located in the European Union must have an address (postal or IP) located in the European Union when actually using the Service. For this purpose, the regulatory authorities may require proof of the User’s identity depending on the type and numbering range of the telephone number chosen at the time of Registration. These documents must be provided by the Client when the User Account is created. No activation of the Service will be possible until these documents have been provided. RINGOVER GROUP may also refuse to activate the Services or terminate them in the event of a false or fraudulent declaration and in the absence of rectification within eight (8) days of formal notice sent by RINGOVER GROUP.

1.2. Acceptance and modification of the GTCS&S

The Customer may subscribe online or by signing and sending an electronically signed Purchase Order. The latest version of the GTC&S accepted by the Customer cancels and replaces any version previously accepted. The Customer may correct, before finalising their Subscription, any error they may have made when entering information about themselves.

1.3. Contractual Term

This Contract shall commence on the Effective Date and shall continue until all Subscriptions entered into hereunder have expired or been terminated (the “Contractual Term”).

1.4 Subscription Term

The duration of the Subscription is as indicated on the relevant Purchase Order. The Subscriptions come into effect on the date of signature of the relevant Purchase Order (the “Subscription Term”). Subscriptions without commitment are valid for one (1) month, tacitly renewable for successive periods of one (1) month. Subscriptions with a commitment are valid for the duration of the commitment indicated on the corresponding Purchase Order and are renewable by tacit agreement for successive periods of twelve (12) months.

2. Restrictions on use of the Services

2.1. Misuse

RINGOVER GROUP takes specific measures when it suspects fraudulent or abusive use of its Services. Therefore, the Customer must ensure that each User does not exceed the usage limits detailed in points 1, 2, 3 and 4 of Appendix 4. In addition, the other limits and restrictions stipulated by RINGOVER GROUP in point 5 of Appendix 4 shall apply.

2.2. Applicable regulations

The Customer undertakes to use the Service in accordance with any applicable local regulations and undertakes not to use devices or software to disrupt or attempt to disrupt the proper functioning of the Service, in particular by imposing a disproportionate load on RINGOVER GROUP’s infrastructure.

3. Prices

3.1. Applicable prices

The applicable prices are those in force at the time of the Subscription and correspond to the prices indicated on the Purchase Order signed by the Customer, or failing that on www.ringover.fr on the page https://www.ringover.co.uk/pricing. The applicable prices and special terms and conditions are set out in the Purchase Order and in Appendix 3 hereto. The prices are quoted in Euros, US Dollars or Sterling Pounds excluding taxes depending on the location of the Customer at the time of Registration.

3.2. Price revision

RINGOVER GROUP reserves the right to change its prices (Access, Numbers, options, equipments…) at any time. RINGOVER GROUP will inform the Customer about any price decrease. In the event of a price increase, RINGOVER GROUP will inform the Customer of the new prices at least thirty (30) days before they come into force, by means of an email sent to the Customer’s contact e-mail address. Continued use of the Service or failure to terminate the Service after this period of thirty (30) days shall constitute acceptance of the new prices by the Customer. If the Customer wishes to terminate the contract as a result of the price increase, the Customer shall not be liable to pay any early termination fees.

As an exception to the above, the Customer does not have the right to terminate the Service if RINGOVER GROUP is not the cause of the increase in SMS prices or telecommunications minutes.

This will be the case, for example, when the latter results from:

a change in the applicable telecommunications regulations,
judicial and/or administrative decisions,
an increase in the prices of RINGOVER GROUP’s partner telephone operators.

In this case, RINGOVER GROUP will notify the Customer as soon as possible.

4. Payment and billing

4.1. Payment methods

Payment for the Service is made by bank card or direct debit only. At the time of Subscription, the Customer provides their bank details and authorises RINGOVER GROUP to automatically debit their bank account for the sums due for the Service, in accordance with these GTCS&S. The monthly instalments will be debited automatically on the anniversary date of the Subscription. If the Customer opts for payments by SEPA direct debit, they shall provide RINGOVER GROUP with a SEPA direct debit authorisation mandate. Each invoice sent to the Customer, regardless of the method of transmission (usually electronic), will specify that payment will be made by SEPA direct debit in accordance with the direct debit due date indicated on the invoice. It is expressly agreed between the Parties, in derogation of the EPC rules applicable to SEPA direct debit payments, that the Customer will be notified in advance by email at least three (3) days before the effective date of the direct debit by the RINGOVER GROUP’s direct debit service provider. If the Customer opts for UK Direct Debit payments in Pounds Sterling, it will have to provide RINGOVER GROUP with a UK Direct Debit authorisation mandate, which will include the details of each of these direct debits. Each invoice sent to the Customer, regardless of the method of transmission (usually electronic), will specify that payment will be made by UK Direct Debit in accordance with the direct debit due date indicated on the invoice. It is expressly agreed between the parties that the Customer will be notified in advance by electronic means at least three (3) days before the effective date of the direct debit by the direct debit service provider of RINGOVER GROUP. The Customer shall be notified of any changes to the UK Direct Debit arrangements at least three (3) working days prior to the said debit.

4.2. Value-added service numbers

In the event that the Customer is assigned value-added service numbers that give rise to outpayments to the Customer, the Customer must accept the terms of Lemon Way’s payment service framework contract as it appears (and as it may be modified) on Lemon Way’s website: https://www.lemonway.com/conditions-generales-dutilisation. The resulting contractual relationship is exclusively concluded between the Customer and Lemon Way and RINGOVER GROUP is not a party to this contractual relationship.

However, some special numbers cannot be routed.

In accordance with article L.224-43 of the French Consumer Code, the Customer undertakes the responsibility to provide RINGOVER GROUP with the name of the product or service accessible on the assigned value added service number, the description of the product or service, the name of the supplier, its website, if any, the supplier’s address and the address or telephone number to which the consumer may address any complaints. Any change to this information must be notified to RINGOVER GROUP as soon as possible.

RINGOVER GROUP reserves the right to suspend access to the value-added services number and to terminate the Contract in the event of a recurrence, in the following cases:

If one or more items of information, for example on the https://www.infosva.org, are missing, inaccurate, obsolete or incomplete;
If no actual product or service is associated with this number;
If the product or service associated with this number is one of those excluded under the AF2M VAS deontological recommendations.

4.3. Invoicing and payment terms

Invoices are payable upfront and issued monthly on the anniversary of the Subscription. If additional Users are added, the Customer may choose Access with duration commitment, in which case the corresponding subscriptions will be invoiced on a pro rata basis until the next anniversary date of subscription with the initial duration commitment, or ‘monthly’ access with no duration commitment, that may be terminated under the conditions set out in article 9.1.1 hereof. However, it is understood that the deletion of a User from an access with a duration commitment does not entail any modification in invoicing. RINGOVER GROUP reserves the right to make payment by Bank Card or direct debit (excluding SEPA direct debit or UK Direct Debit, the schemes for which are specified in article 4.1 above) within 30 days of the date of issue of the invoice. The Customer can access their invoice on their customer page on the Ringover.co.uk website.

4.4. Late penalties

Late penalties shall be due by operation of law. The interest rate applicable for the calculation of the penalties will be the semi-annual key rates of the European Central Bank in force on 1 January or 1 July, plus 10 points. A fixed indemnity of €40 will also be due for collection costs for any delay in payment in accordance with articles L. 441-10 and D. 441-5 of the French Commercial Code, it being specified that RINGOVER GROUP reserves the right to claim additional compensation in the event of recourse to a professional responsible for reminders, formal notices and, in general, for the collection of its debts. If a direct debit/SEPA/UK Direct Debit is rejected due to the Customer’s fault, an additional sum of €10 excluding tax or £10 excluding tax, depending on the direct debit method chosen, will be deducted from the Customer’s bank account on the next direct debit attempt.

4.5. Disputes

In the event of a dispute regarding the amounts invoiced by RINGOVER GROUP for the use of the Service, the Customer must send a request from https://support.ringover.com within thirty (30) days of the date of issue of the invoice, indicating the invoice number to which the dispute relates. The Customer shall remain liable for payment pending a resolution. In the event of a reduction in the disputed invoice, RINGOVER GROUP will issue a credit note to the Customer, which will be deducted from the next invoice after agreement between the two Parties.

5. Obligations of the Parties

5.1. Obligations of RINGOVER GROUP

RINGOVER GROUP undertakes to provide the Service in accordance with these GTCS&S, Appendix 1 (Description of Services), the Purchase Order, Appendix 5 (Service Level), under the terms of an best-efforts obligation. The Services will be provided without regard to the Customer’s particular use of the Services, and subject to the Customer’s compliance with the obligations and restrictions set out in these GTCS&S.

5.2. Obligations of the Customer

Under penalty of termination of Contract, the Customer undertakes to (i) pay for the Services invoiced in accordance with Article 4 hereof, (ii) cooperate with RINGOVER GROUP and in particular, without limitation, to provide all the information required by RINGOVER GROUP for the purposes of providing the Service and to inform RINGOVER GROUP of any change of address or identity. The Customer is also responsible for the storage, confidentiality and use of the identification details. In this respect, if the Customer has reason to believe that someone is using its identification details or account, it must immediately inform RINGOVER GROUP and change its password, bearing in mind that RINGOVER GROUP cannot be held responsible in the event of disclosure of these data to third parties. The Customer is responsible for the use of the Services, including by Users, in accordance with the applicable regulations. It is the sole responsibility of the Customer to inform all Users of the specificities of the service in relation to emergency calls, particularly in the event of use outside the geographical location indicated at the time of Subscription.

6. Liability

6.1. Customer content

RINGOVER GROUP has no control over the Customer Content and will therefore not be responsible for the nature or content of the Customer Content and the use that the Customer makes of the Services. In particular, it is specified that the Customer will indemnify RINGOVER GROUP in the event of a claim or proceedings initiated by a third party against RINGOVER GROUP alleging that the use of the Service by the Customer is fraudulent or abusive or would in any other way result in a violation of the applicable law or the rights of third parties. It is specified that this compensation covers, among other things, all legal costs, indemnities paid and lawyers fees. In addition, RINGOVER GROUP shall not be held liable for any content generated by the Client through its use of the Services, including the quality, accuracy, or completeness of any transcription, and makes no warranties with respect thereto. The Customer acknowledges and agrees that it shall be solely responsible for the processing and use of the generated content in accordance with applicable laws and regulations, including any third-party claims or any damage or loss arising from its use of or reliance on such generated content.

6.2. Quality and availability of the Service

RINGOVER GROUP undertakes to provide the services in accordance with Article 5.1. It is specified that the quality of the communication in the context of the use of the Service depends on the quality of the Internet connection over which the User accesses the Services and over which RINGOVER GROUP has no control. RINGOVER GROUP cannot be held liable for any disruption of the Service resulting from the Internet connection on which the User accesses the Services. RINGOVER GROUP shall not be held liable for (i) any conversion errors or its inability to transcribe any voicemail messages or calls, or (ii) any inaccuracies in the content generated by the Customer through the transcription feature. Furthermore, RINGOVER GROUP does not guarantee the accuracy of the information obtained or transmitted in the context of the use of the Services. It is specified that the Service may be temporarily interrupted for maintenance, updates or technical improvements, or to change its content and/or presentation.

6.3. Exclusion of liability

RINGOVER GROUP may not be held liable for any failure to perform the Services resulting from a failure by the Customer to comply with the terms of Article 5.2 hereof or from the intervention of a third party other than a subcontractor of RINGOVER GROUP. Furthermore, RINGOVER GROUP shall not be liable for any financial loss resulting from economic loss, the cost of replacement services, loss of profits, loss of turnover, loss of orders, loss of customers, loss or alteration of the Customer’s Content and/or loss resulting from damage to image or reputation, whether such losses are the result of direct or indirect damage. Furthermore, and in any event, RINGOVER GROUP shall not be liable for any loss that was not foreseeable at the time of the conclusion of the contract and that does not constitute an immediate and direct consequence of the non-performance of the contract.

6.4. Limitation of liability

Without prejudice to the exclusions of liability set out in Articles 6.1 to 6.3 above, in no event shall the liability of either party arising out of or in connection with the performance of the Contract exceed the total amount paid by the Customer under the Purchase Order giving rise to the liability during the twelve months preceding the first event giving rise to the liability. This limitation of liability does not apply in any way to the Customer’s payment obligations.

7. Confidentiality

7.1. Obligation of confidentiality

The party receiving Confidential Information shall during the Term and for a period of ten (10) years after its termination or expiration, maintain the confidentiality of all Confidential Information of the disclosing party which it receives, and the receiving party shall refrain from using the disclosing party’s Confidential Information other than to the extent necessary to fulfil its contractual obligations. Each party undertakes to secure and protect the other party’s Confidential Information with the same degree of care as it takes to protect its own Confidential Information and shall ensure that its employees undertake to maintain the same level of confidentiality. For greater certainty, Confidential Information does not include information that is or becomes publicly known without breach of the terms of this Contract or was known to the receiving party prior to its disclosure by the disclosing party without breach of the terms of this Contract.

7.2. Forced disclosure

The receiving party may nevertheless disclose the disclosing party’s Confidential Information to the extent that it is required to do so by law or by any judicial or administrative proceeding, provided that the receiving party gives the disclosing party prior notice of such requirement (to the extent permitted by law).

8. Suspension

8.1. Misuse

In the event of use in violation of the restrictions set out in Article 2.1, RINGOVER GROUP will be able to suspend the package with unlimited calls for a period of 7 days. RINGOVER GROUP will notify the Customer of such suspension. At the end of this period, and if the Customer has not remedied the situation, RINGOVER GROUP reserves the right to terminate the Service by operation of law.

8.2. Failure to meet payment obligations

In the event that the bank rejects the payment or a refusal to pay on the part of the Customer, and regardless of the means of payment chosen, RINGOVER GROUP will make a second payment attempt at the end of a period of seventy-two (72) hours from the rejection, and a third attempt, if necessary, at the end of a period of seventy-two (72) hours from the second attempt. If the third attempt is rejected, RINGOVER GROUP will immediately suspend the Service. It is expressly stated that unpaid invoices remain due and that RINGOVER GROUP reserves the right to proceed with the forced collection of its debts.

8.3. No reimbursement

Accounts suspended by RINGOVER GROUP will not be entitled to any refund or credit during the suspension period.

9. Termination

9.1. Termination of a Subscription at the Customer’s initiative

9.1.1. Customers domiciled in France

Monthly subscription: The Customer may terminate the contract with a minimum prior notice of one month before the monthly anniversary date of the subscription by sending a termination request from https://support.ringover.com. The effective termination date will fall the month following the termination request on the monthly anniversary date of the subscription. Credits already purchased will not be refunded. The Customer may also terminate, at any time, the Accesses corresponding to the User Accounts of their choice from their customer page, without being able to claim any reimbursement from RINGOVER GROUP.

Annual subscription: In the case of Subscription to an offer with a duration commitment, the Customer may terminate their commitment via the person with authority to administer the Account, by sending a termination request from https://support.ringover.com at least one (1) month before the end of the Subscription Term. In the event of early termination before the then current Subscription Term, the Customer will be liable for early termination fees equal to the amount of the last invoice for the subscription multiplied by the number of months remaining until the end of the then current Subscription Term. In the event of early termination within a period of one (1) month, following an increase in rates resulting from a change at the initiative of RINGOVER GROUP, as described in article 3.2 hereof, the Client shall not be liable to pay any early termination fees.

9.1.2. International customers (domiciled outside France)

Monthly subscription: The Customer may terminate the contract at any time up to the day before the anniversary date of the subscription by sending a termination request from https://support.ringover.com.

Annual subscription: In the case of a subscription to an offer with a time commitment, the Customer has the option of terminating his/her commitment by sending a termination request from https://support.ringover.com at least one (1) month before the end of the initial or renewed period. All invoices and recurring fees must be paid up to the termination date. In the event of early termination, the Customer will be liable for early termination fees equal to the amount of the last invoice for the subscription multiplied by the number of months remaining until the end of the then current Subscription Term. The same shall apply in the event of termination of the Service at the initiative of RINGOVER GROUP due to an unpaid invoice. In the event of early termination within a period of one (1) month, following an increase in rates resulting from a change at the initiative of RINGOVER GROUP, as described in article 3.2 hereof, the Client shall not be liable to pay any early termination fees.

9.2. Termination for cause

9.2.1. Significant shortcomings

Either Party may terminate this Contract or a Purchase Order in the event of a material breach by the other Party of an essential obligation of this Contract upon thirty (30) days’ written notice to the other Party of such breach and if the breach is not remedied within such period. In particular, the obligations contained in Article 2 (Restrictions on Use) and Article 5 (Obligations of the Parties) shall be considered to be substantial obligations.

9.2.2. Collective proceedings

To the extent permitted by law and unless the appointed administrator decides otherwise, the Parties may also immediately and upon written notice terminate this Contract if the other Party is subject to liquidation or receivership proceedings (or any other similar proceedings).

9.2.3. Compensation

In the event of termination of the Contract or a Purchase Order at the initiative of RINGOVER GROUP due to unpaid invoices, the Costumer will owe RINGOVER GROUP a compensation equal to the amount of the last invoice multiplied by the number of months remaining until the end of the initial commitment period or the tacit renewal period for the Purchase Order(s) concerned.

10. Portability

10.1. Inbound portability

Subject to technical eligibility, when Subscribing to the Service, the Customer may port one or more existing telephone numbers. The Customer declares that they are the legitimate owner of the telephone numbers for which they are requesting portability. The Customer declares that they are aware that the porting of their number entails the termination of their previous line as well as the cessation of the services initially associated with the number ported. RINGOVER GROUP cannot be held liable for the discontinuation of the associated services. If the Customer wishes to request a new portability to their original operator, they must inform RINGOVER GROUP before the effective date of the portability of their previous number. The Customer’s number portability request will only be initiated by RINGOVER GROUP once it has received all the documents requested when registering for the Service. Any incomplete file will make it impossible to launch the portability request. The implementation of the portability of the Customer’s number depends in part on the operator of the Customer’s line. In this respect, RINGOVER GROUP cannot be held liable if the announced portability deadlines are not met. Incoming portability is carried out from Monday to Friday on a technical schedule imposed by the infrastructure operators, which will be communicated to the Customer in advance. Any incoming portability request from the Customer outside these time slots, if accepted by RINGOVER GROUP, will be subject to additional billing to the Customer. The start date of the commitment shall be understood to be the first day of the invoiced period as indicated on the first invoice.

10.2. Outgoing portability

In the event of the closure of the Ringover account for any reason whatsoever, the Customer accepts that the telephone number may be allocated after a period of six (6) months to another Customer or for another Service. The Customer may, however, keep its Ringover Number in the event of an outgoing portability request to another operator. This request must be made by the Customer’s new operator at least thirty (30) calendar days before the end of the Subscription period. Once the Customer’s Subscription period has expired or the Subscription has been terminated, no portability request can be considered. The portability request by the new operator will result in the automatic termination of the ported line and all associated services. In order for outgoing portability of the Ringover Number to be accepted, the Customer must have provided proof of a valid local address in the geographical area of the Ringover Number concerned when the Ringover Number was activated. RINGOVER GROUP shall not be liable in the event of technical impossibility of outgoing portability of the Ringover Number or in the event of malfunctioning subsequent to outgoing portability of the Ringover Number.

11. Intellectual property

11.1. Rights of RINGOVER GROUP

All rights, including intellectual and industrial property rights, in particular copyrights, trademarks and patents, as well as domain names, business secrets and know-how relating to the content of the Services and the Services belong to RINGOVER GROUP and these GTCS&S do not entail any transfer of ownership rights over the Services and their content. The Customer has the right to use the Services under the terms of these GTCS&S for the term of the Subscription.

11.2. Rights of the Customer

The Customer remains the owner of the Customer Content and must have the necessary rights to the Customer Content. The Customer hereby grants to RINGOVER GROUP for the duration of any rights to the Customer Content, a non-exclusive, royalty-free, worldwide licence to use the Customer Content in order to provide the Services to the Customer or as otherwise required under these GTCS&S. The Customer is solely responsible for the accuracy, quality, integrity, legality, reliability and suitability of the Customer Content. The Customer also grants RINGOVER GROUP a non-exclusive, royalty-free, worldwide licence to use the Customer’s trademarks for the purpose of promoting its business and in advertising campaigns on any communication medium.

The Customer and the User shall be personally responsible for the rights and obligations towards the management companies of the rights of authors, composers, publishers, producers and other rights holders, dealing in particular with the “on hold” music, including that made available by the Service. RINGOVER GROUP expressly excludes any liability in this respect.

12. Personal data

To the extent that Customer Content provided to RINGOVER GROUP contains personal data as defined in the General Data Protection Regulation (Regulation (EU) 2016/679) ("GDPR") ("Personal Data"), the Parties agree that this Contract is subject to the GDPR as well as any other applicable law relating to the use, collection, retention, storage, security, disclosure, transfer or other processing of Personal Data. If the provision of the Services by RINGOVER GROUP results in the processing of Personal Data subject to the provisions of the GDPR, the Parties agree that the DPA of RINGOVER GROUP, accessible at https://www.ringover.co.uk/data-processing-agreement, shall be incorporated into and form an integral part of this Contract as an appendix.

13. Miscellaneous

13.1. Divisibility

If one or more provisions of these GTCS&S are considered invalid or unenforceable for any reason whatsoever in application of a law, regulation or following a court decision, the other provisions shall remain applicable.

13.2. Survival clause

Clauses 4, 6, 7, 9, 11 and 13 shall be applicable beyond the termination or expiration hereof.

13.3. Changes

The Services are constantly evolving to improve their use by the Customer. As a result, and due to these changes, these GTCS&S and its appendices may be subject to change. They may also be subject to change in accordance with the applicable regulations. RINGOVER GROUP shall notify the Customer of any change thirty (30) days before the effective date of the change at the email address associated with the Customer’s Account. In the event of a change that significantly affects the features of the Service(s) subscribed to by the Customer, the Customer may terminate its Subscription to the Service concerned without penalty within thirty (30) days of the date of the relevant notification. Any use of the Service after this period will be considered as acceptance of the change by the Customer. It is specified that no termination may take place if the changes made are imposed by regulation and/or if they do not adversely affect the substantial elements of the Service subscribed to by the Customer. It is specified that only the latest version of the Service will be available.

13.4. Force majeure

In the event of force majeure, the parties shall not be liable for the performance or delay in performance of one or more of the obligations contained in this contract. It is clarified that this Article does not apply to payment obligations. The following are considered to be cases of force majeure as usually accepted by the French courts and in particular, without this list being limitative, exceptional bad weather, natural disasters (in particular lightning, flooding, fire), phenomena of electromagnetic or electrical origin disrupting the networks, network saturation, legal restrictions on the supply of telecommunications services, in addition to events that have triggered the application of local or national plans to maintain the continuity of telecommunications services.

13.5. Order of prevalence

This Contract constitutes the entire agreement between RINGOVER GROUP and the Customer concerning the Customer’s use of the Services and supersedes all written or verbal agreements, proposals or statements concerning its subject matter. In case of conflict or inconsistency between the following documents, the order of precedence in descending order is as follows: (1) the applicable Purchase Order, (2) any appendix to this Contract, (3) the body of this Contract.

13.6. Transfer

RINGOVER GROUP has the right to assign this contract, in particular but not limited to the assignment or transfer of all or part of its business and/or assets. The Customer shall seek and obtain the prior written consent of RINGOVER GROUP in order to assign or transfer this contract.

13.7. Language

These GTCS&S are available in several languages, it being understood that in the event of a dispute over the interpretation of the provisions between the different versions, the French version shall prevail.

13.8. Applicable law and jurisdiction

This agreement, as well as any dispute arising out of or relating to it, shall be governed exclusively by French law. The competent courts within the jurisdiction of the Court of Appeal of Paris in France shall have exclusive jurisdiction over any dispute relating to this Contract, and each party consents to the exclusive jurisdiction of such courts.

Appendix 1 - Description of the RINGOVER Services

Ringover is a professional internet telephony (VoIP) service, which allows company employees to receive and make phone calls directly from a web browser (without a software to install), a mobile application or a SIP phone.

Ringover also allows calls to the Ringover Number to be automatically forwarded to a landline or mobile phone number and to receive and send faxes, under the conditions defined below.

Mobile numbers assigned by Ringover to Client can only be used via a mobile access (cell phone, 3G/4G/5G modem, etc.).

The Ringover Service may be used to make emergency calls (112) provided that the country concerned is eligible and that the Customer has provided RINGOVER GROUP with proof of their geographical location. It is understood that the emergency call service is not provided from mobile numbers.

Subject to activation, the Ringover service can be used to make local emergency calls (112, 17, 18, 115, etc.) but the Customer is reminded that emergency calls made via Ringover are specific in that these calls may not be routed if the VoIP service is interrupted and there is a risk that the call will be redirected to an inappropriate emergency call centre and that the emergency services will be sent to the wrong location, as by definition, Ringover does not know the exact location of the person dialling the emergency number.

The transfer service to an external number is charged according to the destination (e.g. on a French number 0.03 euros/min).

To use the fax service, you need a dedicated number (at 5 euros excl. tax/month) associated with your user who will receive the document on their mailbox. Sending faxes is done via the Ringover interface in the dedicated menu.

The Services are presented at: https://www.ringover.co.uk/features.

Customer service and support can be contacted by phone or email from Monday to Friday from 9 a.m. to 6 p.m. CET (closed on public holidays).

The Customer can also subscribe to chargeable options, excluded from the subscription rate, directly on the Dashboard. The chosen options will be invoiced from the month following their subscription. Some options may be assigned to an Access, in this case, the option will follow the commitment period of the Access to which it is associated. Furthermore, for committed customers, when Access is removed, the option will also be terminated, for uncommitted customers, they may remove the option at any time.

For the Costumers of the SMART pack, a maximum of 500 distinct contacts per month applies for outgoing calls.

Appendix 1(a) - Description of Cadence Services

RINGOVER GROUP offers its Customers the Cadence Service, a multi-channel prospecting tool that enables all the User’s exchanges (SMS, emails, calls, LinkedIn messages, etc.) with prospects to be grouped together in a platform and all the actions carried out during prospecting to be monitored.

The main features are as follows:

Creation and management of multi-channel prospecting sequences (e-mail, SMS, calls, LinkedIn messages, etc.).
Automatic list of daily tasks for each user and the possibility to perform them directly from the Cadence interface.
CRM integration (list available at https://www.ringover.co.uk/cadence/integrations).
Integration with user tools: messaging tool, LinkedIn extension, data enrichment tool, etc.
Statistics dashboard.
Template collection.

The prices for the Cadence Service are available at https://www.ringover.co.uk/pricing.

Appendix 1(b) - Description of Empower Services

RINGOVER GROUP offers its Clients the Empower Service, a transcription tool based on Artificial Intelligence to analyse your calls and take full advantage of your call history.

The main features are as follows:

Overview of each audio with details.
Summary of calls.
Analysis and written transcription of audios.
Analysis of customer’s mood during the call.
Search for keywords in transcription.
Dashboard of call statistics with filters (talk time, interruption, gaps in the conversation, monologue…).
Translation of calls in 7 languages (French, English, Spanish, Italian, Portuguese, German and Dutch).
Tips on audios to improve your future exchanges.

The prices for the Empower Service are available at https://www.ringover.co.uk/pricing.

Appendix 1(c) – Description of the SIMLESS.AI Services

RINGOVER GROUP offers its Customers the Simless.ai Service, a professional 4G mobile plan enhanced with artificial intelligence, designed for field teams and mobile professionals. It enables automatic recording, transcription and analysis of calls, thus offering actionable insights without the need for manual note-taking, all while being connected to CRMs and business tools.

Simless.ai is offered by RINGOVER GROUP as a paid option for the Ringover service.

Before taking out a Subscription, the Customer must ensure that it has a device compatible with an eSIM.

The Customer is responsible for the eSIM card as soon as it takes possession of it. By default, the eSIM card does not have a PIN code. The Customer is solely responsible for any access to the eSIM card attributed to it. RINGOVER GROUP cannot be held liable for any fraudulent use of the eSIM card. As such, if the Customer has reason to believe that someone is using its eSIM card fraudulently, it must inform RINGOVER GROUP immediately.

The rates applied for the Simless.ai option are available at the following link: https://www.ringover.co.uk/pricing.

The Customer has a dedicated email address to contact support regarding the Simless.ai Service: support@simless.ai.

Appendix 1(d) – Description of the TARGET FIRST Services

RINGOVER GROUP offers its Customers the Target First Service, a conversational platform based on generative artificial intelligence, available in 3 modes (Q&A, Ask, Search). The AI Assistant uses the Customer’s data and its general knowledge to provide reliable answers.

The main features are as follows:

Conversations like real life (voice dictation, audio listening, etc.).
Automatic processing of requests.
Contextualised answers in the form of product vignettes.
Direct access to the contact form, list of favourites.
Automatic transfer to a human advisor, if necessary.

A maximum quota of “page views” is set according to the subscription taken out by the Customer. The quota of page views recorded for your subscription period can be viewed at any time on your account page. The number of page views is calculated using a method based on the number of calls to the Target First Service code present on the pages of the Customer’s website. Each time a page of the website containing the Target First Service code is loaded, a page view is counted.

A maximum quota of minutes for click-to-call communications is set according to the subscription you have chosen. The quota of minutes consumed recorded for your subscription period can be viewed at any time on your account page. The number of minutes is calculated using a method based on the principle that any minute started is counted in full.

For the implementation of a Chatbot on the Customer’s website, the Target First Service will refer to the technical specifications provided or defined with the Customer to meet its needs. Use of the Target First Service is at the Customer’s own risk. Information of any kind available on the Customer’s website is provided for information purposes only. Consequently, it is your responsibility to verify the accuracy, completeness and relevance of the information provided. RINGOVER GROUP cannot be held liable for any use you may make of this information.

The automated Chatbot assists prospective customers in browsing the customer’s website and directs them to the information specified in advance on the website. The information and elements provided by the automated Chatbot are determined and validated in advance by the Customer before being used in the Chatbot.

For chat conversation management, the Target First Service will refer to the training materials provided by you to meet your needs. The Target First Back Office will be set up with pre-configured opening lines and scripts to enable it to respond quickly when dealing with callers. The Target First Service will work with you to develop the sales pitch that will be used when talking to the prospect or customer. RINGOVER GROUP shall not be liable for any information and elements provided to prospective customers via the Chat, insofar as such information is defined and mentioned by the Customer on its website.

The Target First Service you have subscribed to can only be used for the website whose address was provided when you registered. Any use of the services for another website requires a separate subscription.

As a publisher, you are responsible for the content you publish or communicate via Target First Services. You agree to only publish or communicate content that complies with the laws and regulations in force.

The prices for the Target First Service are available at: https://www.ringover.co.uk/pricing.

Appendix 2 - Technical requirements

Before subscribing, the Customer must ensure that their telephone/internet operator or network administrator offers them the possibility of receiving and making telephone calls directly from Firefox (minimum version 80) or Chrome (minimum version 80) internet browsers, a mobile application or a SIP phone. Otherwise, it is impossible to use the Service.

It is the Customer’s responsibility to ensure that the installation made available to Users has the following characteristics:

a good quality Internet connection, with sufficient speed per User;
the prioritisation of voice flows over data flows on its network;
the use of access equipment that respects the integrity of SIP messages;
opening of flows to ports 443/tls, 5060/udp, 5060/tcp and 20000-22000/udp for RTP;
have at least 6 GB of RAM;
the use of codecs in the following order of preference: OPUS, G711 (PCMA, PCMU).

RINGOVER GROUP particularly draws the Customer’s attention to the fact that the MRCP protocol is not supported.

Accessibility to the Service is only possible with the latest versions of the Chrome and Firefox web browsers. For optimal use, RINGOVER GROUP recommends that you always use the latest version of your browser.

Appendix 3 - Special terms and conditions and Prices

The subscription rates are available on the applicable Purchase Order or from https://www.ringover.co.uk/pricing.

1. Type of package according to the chosen Subscription

When subscribing, the Customer may, provided they are eligible, opt for an Access including unlimited calls or for an Access billed on a consumption basis:

In the event of a Subscription to Access with unlimited calls, all Users linked to the Customer Account by virtue of the Accesses purchased by the latter benefit from an unlimited call and fax sending package to the destinations accessible at the following URL https://www.ringover.co.uk/pricing or on the page of the Purchase Order "Calling rates" and hereafter referred to as "Zone 1" or "Included". Telephone operators in some European countries (European Economic Area and Switzerland) surcharge calls according to the country of origin of the call.
Therefore, in order to benefit from unlimited calls to destinations in the European Economic Area Included in the package, the User must call with a telephone number from one of the member countries of the European Economic Area. If the User uses another type of telephone number to call to a destination in the European Economic Area, the call will be charged at the rate indicated at the following url: https://www.ringover.co.uk/pricing.
Similarly, to benefit from unlimited calls to Switzerland Included in the package, the User must call with a Swiss telephone number. If the User uses another type of telephone number to call to Switzerland, the call will be charged at the rate indicated at the following url: https://www.ringover.co.uk/pricing.
The package with unlimited calls is intended for traditional business telephony use, in the context of an interpersonal conversation between two individuals. Telecommunications professionals (telephone operators, call centres, telestores, telemarketing companies, etc.) are not eligible for the package with unlimited calls. Furthermore, for any mobile number not in the ARCEP numbering plan, only national interpersonal traffic is covered.
In order to make or receive calls not included in this unlimited package, the Customer must first purchase (prepaid) call credits, which can be used by all Users. These credits are valid for the Subscription Term and are non-refundable, non-exchangeable and non-transferable to another Customer Account.

The addition of any new Access and/or Ringover Number during the course of the contract will give rise to additional charges which will be calculated on the basis of the prices indicated on the Purchase Order or on the website www.ringover.fr on the page https://www.ringover.co.uk/pricing.

The deletion of a Ringover Number associated with a Ringover Account with no commitment will be free of charge. The deletion of a Ringover Number associated with a Ringover Account with a committed Subscription will result in the invoicing of an amount equal to six (6) months of prices for the said Ringover Number. However, the deletion of the Number during an assignment before its portability or during the test period will be free of charge for Customers with a Subscription with or without a commitment. Parties agree that the deletion of a Number does not entail the deletion of an Access and inversely.

2. Conditions applicable to the sending of SMS

The Service does not allow the sending of SMS+, premium SMS and SMS to international destinations. Furthermore, an SMS has a maximum length of 160 characters when composed of standard 7-bit characters, and 70 characters when composed of Unicode characters. The SMS will be charged at the rate indicated at the following URL: https://www.ringover.co.uk/pricing.

3. Exceeding the package

If the package is exceeded, calls will be charged per second, according to our current rates (for example: for France landlines: three euro cents (€0.03) excl. tax per minute). In the case of calls not included in the unlimited package, the Service will be invoiced per second from the first second, except in the case of calls to special numbers.

4. Volume commitment

The Customer undertakes not to reduce the volume of committed Accesses subscribed to during the total term of the Contract (whether this concerns the number of Accesses subscribed to on the initial purchase order or any Accesses added during the performance of the Contract).

5. Annual revision

Annual subscription: RINGOVER GROUP reserves the right to increase the price of the Access and Ringover Numbers included by up to six percent (6%) per year at the end of the initial or renewed commitment.

Monthly subscription: RINGOVER GROUP reserves the right to increase the price of the Access and Ringover Numbers included by up to six percent (6%) per year from the anniversary date of the signing of the Purchase Order.

The Customer may contact support@ringover.com at least one (1) month before the date of renewal of the commitment of the anniversary date of the signing of the Purchase Order if it wishes to negotiate the terms and/or conditions af application of the annual price revision.

6. Chargeable options

The list of chargeable options, excluded from the subscription rate, is available on the following link: https://www.ringover.co.uk/add-ons-prices.

Appendix 4 - Limits on the use of the Service

1. Limit for short calls

In order to prevent mass spamming and robocalling from the Service, the Customer shall ensure that on average all Users do not make more than 60 outgoing calls (completed or not) per User per day of less than 15 seconds duration. If the average number of Users on the account reaches this threshold three or more times in a month, RINGOVER GROUP reserves the right to suspend and/or terminate the Service.

2. Exceeding the average rate of use of the Service

For each User, during a given period of time, the rate of use of the Service is the proportion of time during which the User is in communication with the correspondents he/she has called using the Service. Thus, the average rate of use of the Service is understood to be the average rate of use of the Service observed over a set of Users, during a given period of time.

The use of the package with unlimited calls is considered reasonable when the average rate of use of the Service observed on all the Users attached to the Customer Account is less than five times the average rate of use of the Service as observed on the customer base of RINGOVER GROUP benefiting from a package with unlimited calls during the last six months.

3. Limitations of sending SMS

In eligible countries, the User may be provided with a mobile phone Ringover Number for interpersonal use only. Receipt of SMS from applications on a Ringover mobile phone number is not guaranteed.

The number of SMS sent minus the number of SMS received is greater than one hundred, or if the number of SMS sent over the last 30 days is greater than three thousand, or if over the last 30 days the volume of calls received on the mobile number is greater than three thousand minutes, or if over the last 30 days the number of different numbers to which SMS are sent is greater than five hundred (500).

4. Limitations of content

The User is not authorised to use the Service for exchanges (calls, SMS, faxes, etc.):

which are obscene, defamatory, threatening, intimidating, harassing, hateful, exploitative, abusive, racially or ethnically offensive, or which instigate or encourage conduct that would be illegal or otherwise inappropriate, such as promoting violent crimes, endangering or exploiting children or others, or coordinating harm;
which are fraudulent, including but not limited to impersonation, misrepresentation, scams, phishing, or any deceptive messages used to lure consumers into providing their or another person’s personal information, including but not limited to medical, health or financial information;
constituting cold calling and/or messaging except in cases authorised by the applicable regulations;
whose content is malicious, including but not limited to malware or viruses;
relating to the offer, promotion or sale of cannabis, CBD or vape products (including e-cigarettes), regardless of whether or not those messages explicitly contain cannabis terms, images, or links to cannabis websites;
relating to the offer, promotion, or sale of kratom or other paraphernalia products;
relating to the offer, promotion or sale of prescription medication;
relating to the offer, promotion or sale of gambling, including but not limited to references or links to casino apps or gambling websites;
relating to the offer, promotion or sale of sexual or adult services;
relating to the promotion of hate speech;
relating to the offer, promotion or sale of alcohol;
relating to the offer, promotion or sale of firearms;
relating to the offer, promotion or sale of tobacco-related products;
whose content is, including but not limited to, new loan solicitation, relating to high-risk financial services, including but not limited to affiliate lending, payday loans, short-term high-interest loans, third-party (i.e. originating from any party other than the one which will service the loan) loans, student loans, cryptocurrency, or stocks and other investment platforms;
relating to third-party lead generation or marketing services that buy, sell, or share consumer information, including but not limited to affiliate marketing;
related to third-part lead generation or marketing services that engage in deceptive marketing;
relating to debt collection or forgiveness, including but not limited to third-party (i.e. originating from any party other than the one which will service the loan) debt collection, debt consolidation, debt reduction, or credit repair programs;
relating to “get rich quick schemes”, including but not limited to deceptive work-from-home programs, risk investment opportunities, pyramid schemes, mystery shopping, or multi-level marketing;
relating to the sale of fireworks or explosives.

This list is not exhaustive.

5. Other restrictions

Each User’s User Account can only be used by that User, from the web browser of his/her computer or from his/her IP phone.

Sharing and shared use of the User Account is not permitted. In particular, the use of the User Account as a call collection and/or termination provider is not permitted and it is notably forbidden to use the Service to receive or make calls with a telephone switch, switchboard, automatic call machine or telephony software. The User Account is limited to one simultaneous call per User. As an optional paid extra, a User can benefit from additional call channels.

When the Customer benefits from the SIP option, any abusive use of the package with unlimited calls using automated call processing devices (switch, PABX, dialler, robocalls, voicebot, etc.) is strictly prohibited and considered as fraud.

Furthermore, in the event of use of numbers contrary to applicable regulations, in particular with regard to telephone canvassing, RINGOVER GROUP reserves the right to ipso jure suspend and/or terminate the unlimited call package and/or apply penalties of up to eight cents (8 cots) per minute in addition to the nominal call rate.

As the regulations relating to the recording of telephone conversations, their transcription and their retention period vary according to the countries/geographical areas concerned, it is the responsibility of Customers and Users, when considering activating this option, to ensure that it is legal in terms of the applicable standards, it being specified that in certain countries, the User must inform his/her correspondents of the recording of their telephone conversation and of the fact that they may object to such recording at any time. The use of the recording and transcription options is the sole responsibility of the Customers and Users of the Service, who are responsible for ensuring compliance with local regulations.

The Customer acknowledges that the Services provided by RINGOVER GROUP are standardised and shared services, and not designed to support, in themselves, a critical or important function within the meaning of Regulation (EU) 2022/2554 or Digital Operational Resilience Act (“DORA”). These Services are not intended to be used as the sole and eclusive means of communication in the context of the Customer’s activities, nor to ensure permanent availability beyond the commitments defined in Appendix 5 (Service Levels).

The test period will only be available to new Users and is limited to 5 Accesses. The test period includes 60 minutes of communication per User excluding premium numbers, SMS and international communications.

Appendix 5 – Service level

1. General principles

This appendix describes the different levels of priority of the Customer’s requests to the support service and the conditions under which they are handled, which constitute the Service Level Indicators (SLI), as well as the Service Level Availability (SLA).

Definitions:

P1 “Priority 1”: designates a major anomaly making it impossible to use the Services in full.
P2 “Priority 2”: designates a blocking anomaly on a major functionality.
P3 “Priority 3”: designates a minor anomaly in a functionality that does not have a significant impact on the use of the Services.

RINGOVER GROUP’s qualification of the priority level of the submitted anomaly shall prevail in the Service Level Objectives and shall take precedence over any qualification by the Customer.

2. SLI

Depending on the level assigned by RINGOVER GROUP to the request, it is the subject of an internal feedback according to an action plan as defined below. RINGOVER GROUP shall use its best efforts to follow this action plan is applicable during the business hours of the Support team and concerns only the production platforms.

Priority type	Initial response time to the ticket	Objectives and conditions of support
P1	2 hours	Hour 1: The level 1 support department qualifies the request and collects the necessary information for the diagnosis then escalates the request to level 2 support. Hours 2 to 6: The level 2 support works on reproducing the problem and solving it. A workaround can be provided to lower the criticality level. The level 2 and advanced support (level 3) team leaders are informed of the incident. A permanent solution can then be provided via a patch, a service pack or a new version. Hours 6 to 8: The Technical Director and the Chief Customer Officer, members of the CODIR [management committee], are informed of the incident. A team of technical specialists is trained to resolve the emergency situation in an efficient manner.
P2	4 hours	Hours 1 to 2: The level 1 support department qualifies the request and collects the necessary information for the diagnosis, and then escalates to level 2 support. Days 1 and 2: The level 2 and advanced support (level 3) teams are mobilised in collaboration with the development teams to provide a workaround or a permanent solution.
P3	1 day	The support department will deal with the request within a week.

3. SLA

Incidents relating to the provision of the Service may be reported to RINGOVER GROUP by the Customer 7 days a week and 24 hours a day at the following address: support@ringover.com. RINGOVER GROUP undertakes to do everything possible, with the assistance of the Customer, to deal with the incident as soon as possible.

RINGOVER GROUP will therefore endeavour to restore the Service within 2 hours of the Customer reporting the Incident, RINGOVER GROUP’s intention being to ensure a monthly rate of availability of the Service of more than 99.95%, this being calculated on the basis of the Incident reports sent during the reference month. Failing this, RINGOVER GROUP will, at the Customer’s request, pay a compensation in full discharge, in the form of a credit note on the next invoice, the amount of which is equal to:

5% of the amount of the invoice issued for the month in question if the monthly availability rate of the Service is between 99.95% and 99.5%;
10% of the amount of the invoice issued for the month in question if the monthly availability rate of the Service is between 99.5% and 99%;
20% of the amount of the invoice issued for the month in question if the monthly availability rate of the Service is less than 99%;

provided that the request was made within one (1) month of the Incident. This request must include the dates and times of the period of unavailability and any documentation relating to the interruption. It is understood that no refunds will be given.

The SLAs do not apply to the Empower, SIMLESS.AI and Target First Services that RINGOVER GROUP offers to its Customers or during a free trial period of any Services.

It is understood that no breach of the SLA shall be deemed to have occurred if such event:

is caused by factors beyond the reasonable control of RINGOVER GROUP, including any incident attributable to a hosting or data centre provider, an Internet access provider or an electronic communications operator (excluding RINGOVER GROUP) or any related incident occurring beyond the point in the network where RINGOVER GROUP has control over its Services and access thereto;
results from any act or omission by the Customer or a third party;
results from any equipment, application, software or other technology of the Customer or a third party (with the exception of equipment under the direct control of RINGOVER GROUP);
occurs during scheduled or emergency maintenance by RINGOVER GROUP;
in the event of force majeure as defined in Article 13.4 of the GTCS&S; or
results from the use by the Customer or its Users of an obsolete or earlier version of the RINGOVER GROUP mobile application that has not been updated.

Appendix 6 – Data Processing Agreement

The Data Processing Agreement is available on the following link: https://www.ringover.co.uk/data-processing-agreement.