General Terms and Conditions of Sale (Version 31032025)

1. General

Linkwave Technologies s.à r.l. (hereinafter referred to as “LINKWAVE”), a company incorporated under Luxembourg law, having its registered office at L-6143 Junglinster, 19, rue Jean-Pierre Ries, working under the Commercial Register number : B287620 and VAT number : LU35994125 with Governmental Authorization number : 10172169/0 to provide any mobile electronic communications service, as well as any associated service falling within its corporate purpose, hereinafter referred to as a whole as “the LINKWAVE Service”.

2. Purpose of these GTC

2.1. These General Terms and Conditions of Sale apply to the agreement for the supply of SIMcards and the provision of services, concluded between LINKWAVE and a customer (hereinafter the “Customer”), pursuant to article L.010-1 of the Consumer Code. They therefore govern the contractual relations between LINKWAVE and any natural person who acts for purposes that do not fall within the scope of his or her commercial, industrial, craft or liberal activity.

2.2. These General Terms and Conditions of Sale determine the rights and obligations of the parties, together with the “Billing Details form” duly completed and signed, and any amendments thereto, as well as the “Rate Plan” corresponding to the LINKWAVE Service chosen by the Customer.

2.3. The “Billing Details form” duly completed and accepted by the Customer, together with the acceptance of the present “General Terms and Conditions of Sale” and the ”Rate Plan” for the Service chosen by the Customer, shall constitute the Subscription Contract (hereinafter “the Contract”).

For non-online subscriptions, an individual Agreement duly signed and accepted by the Customer, together with the signature of the present “General Terms and Conditions of Sale” and the “Rate Plan” for the Service chosen by the Customer, shall constitute the Subscription Contract (hereinafter “the Contract”).

2.4. These “General Terms and Conditions of Sale” apply to the LINKWAVE Service, excluding the Customer’s technical device or equipment.

2.5. These “General Terms and Conditions of Sale” apply to sales made on the Linkwave’s website or via a sales agent of LINKWAVE.

3. Definitions

SIM card: the card with microprocessor or other technological solution that, identified by a serial number or other characterizing element and inserted in a Device, allows the use of Services provided by LINKWAVE.

Customer: natural or legal persons, whether public or private, who require the provision of Services for their business, professional and/or institutional activities and, where possible, for their personal use.

Technical Device: approved apparatus that complies with applicable regulations in which it is possible to install the SIM card to use the IoT and M2M Services and which sends and receives data, voice and SMS traffic as a Network endpoint. Any wireless device that is made capable of directly or indirectly processing traffic, or collecting, terminating, re-routing, or mediating calls by using the Network.

Invoice: electronic invoice transmitted electronically by LINKWAVE to the Customer pursuant to Luxemburg Law.

Rate Plan: the rates for the Services active on the SIM card communicated to the customer by any means of communication.

Network: public telephone network used by LINKWAVE to provide IoT and M2M Services and consisting of an electronic communication network that enables data, voice and SMS transmission between network endpoints not controlled directly by LINKWAVE, nor managed by the latter pursuant to service level agreements with wholesale operators providing connectivity services abroad.

International Roaming: function that allows the Customer to use the Services outside national borders, through the network of the operators that have signed specific agreements with the electronic communications operator from which LINKWAVE purchases network traffic.

Services: the provision, through the use of the SIM card, of automated data reception/transmission and Voice or SMS services for the exclusive use of IoT (“Internet of Things”) and M2M (“Machine to Machine”) applications on the Products.

Product: is in the context of the present document, a generic term for physical hardware such as a modem or any other equipment in relation of telecommunication. A SIM card or a multiple of SIM cards are also defined as products for the purpose of this document.

Billing Details form : is an online form used by LINKWAVE to collect the necessary information from a customer to process payments for products and services. The form includes fields that gather essential data related to the customer’s billing information.

Order: refers to a request or instruction placed by a customer or buyer to purchase goods or services from LINKWAVE. It involves the selection of specific items, services, quantities, and includes details such as: product and service, quantity, sales price and or promo price, delivery and fulfillment details and payment terms. An Order becomes legally binding once accepted by LINKWAVE, at which point the transaction process begins, including preparation, shipment, or delivery of the goods or services

4. Information provided by LINKWAVE

4.1. LINKWAVE shall provide the Customer with all relevant information on its website concerning the Products and services, as well as the manner in which the Products and services may be purchased and the applicable conditions.

4.2. If a Product ordered by the Customer is not available or a Service ordered cannot be provided, for example for one or more reasons, the Customer will be informed by e-mail, telephone or SMS. The Order, or the part of the Order that cannot be fulfilled, shall be cancelled in accordance with the provisions of these terms and conditions.

4.3. For the Products offered, the prices and promotions are valid on the day they are published on the LINKWAVE website, unless the duration of the promotions is explicitly stated on the page as being different. The prices quoted do not include VAT unless explicitly stated.

5. Information to be provided by the customer

Any Order of a Product or Service made online requires a valid Credit card or as an alternative valid account with third party service providers such as PayPal or Apple-Pay, as well as an exhaustive and valid delivery address. The Customer must provide all information required to process the Order, as well as any other additional information, related to the transaction, and requested by LINKWAVE. The Customer is solely responsible for this information and is obliged to inform LINKWAVE immediately in writing of any change in the information provided when making the subscription, and in particular of any change of address or financial information (bank account, direct debit, credit card number, expiry date, etc.).

6. Purchase orders, activation & delivery

6.1 In case of online purchase of a Service linked to SIM-cards, the Customer will first have to enter personal information and complete the “Billing Details form” on linkwave.lu. Further, Customer has to accept the General Terms and Conditions of Sale and the Rate Plan for the Service chosen as well as recurrent monthly payments (if applicable).
LINKWAVE shall then consider the Order and accept or reject it. The Customer shall be informed as soon as possible by sending an e-mail to the address indicated by the Customer, either accepting the Order and confirming, or rejecting the Order or notifying the Customer that certain information is missing. LINKWAVE will proceed to transfer the SIM-cards with delivery service to the customers address indicated in the “Billing Details form”.
As applicable, a security deposit may be required in accordance with the terms and conditions of the chosen Service.

6.2 LINKWAVE reserves the right to limit or refuse the Order or to subject the Service to additional conditions if :

the Customer has provided incorrect, incomplete and/or false information,
the Customer is not an adult or emancipated minor,
the Customer fails to provide adequate proof of his identity, domicile or residence or, where applicable, of his capacity as legal representative and/or agent of another party and of the relevant powers and/or fails to provide the documentation necessary for the conclusion of this contract,
the Customer has previously been in default of any kind with LINKWAVE,
in the event of evidence or serious indications of non-payment and/or fraud on the part of the Customer or of use of the Service that is contrary to the Contract, to legal or regulatory provisions and/or to public Order or morality,
previous Order(s) are unpaid for any reason whatsoever,
does not meet the minimum reliability requirements set by LINKWAVE at its sole discretion,
the Customer disrupts or threatens the smooth running of the LINKWAVE network or damages its integrity,

LINKWAVE further reserves the right to either limit or refuse the Order, to make the activation of the SIM card(s) subject to specific payment methods, or to subject the Service to additional conditions such as security deposit for one or more of the reasons stipulated in this General Terms and Conditions of Sale.

6.3 Commitment period : the Contract takes effect on the day the line is activated. It is concluded for the fixed period according to the offer chosen.

6.4 A full monthly fee is due for activation of SIM-cards during the month (no “prorata”)

6.5 For SIM-card purchases, LINKWAVE shall deliver the Products ordered by the Customer as fast as possible. This delivery time is depending on delivery service and the distance between Order-country (Luxemburg) and the destination-country. A delay in delivery may not under any circumstances lead to the cancellation of the Order and/or to compensation.

6.6 The Customer signs a receipt upon delivery of the SIM-card. If the Customer refuses the delivery because of visible damage and/or irregularities, he is obliged to mention this on the receipt. When signing for the package, the Customer checks the delivery versus the packing list.

6.7 SIM-cards are automatically activated as of the first usage, unless Customer has opted for the Service-tool.

7. Terms of payments and invoicing

7.1 SIM-cards Ordered by the Customer must be paid before delivery. This payment must be made by a valid Credit card or as an alternative, a valid account with third party service providers such as PayPal or Apple-Pay in accordance with article 4. The amount due is debited from the customer’s account no later than 24 hours after the online order. If LINKWAVE refuses or limits the Order, or if the Order cannot be fulfilled for any reason whatsoever, the paid amount shall be refunded to the Customer as soon as possible by the same means of payment used for the Order, up to the corresponding percentage of non-fulfilment. The Customer will then be notified by email and/or telephone.

7.2 The prices of the SIM-cards and services mentioned on the LINKWAVE web-site are exclusive of all taxes, and exclusive delivery costs, and are those in force at the time of the consultation and validation of the Order.
The content and price of the offers made are subject to change as the offer evolves. Specific offers may be put online, and are strictly applicable to sales made on the online shop.

Unless otherwise stated or waived, promotions cannot be combined with other ongoing promotions.

7.3 For all online purchases, monthly recurrent payments are validated by the customer for an unlimited period during the online payment process, and can be cancelled on a monthly basis. Each month started is fully due (no prorata). Monthly payments are processed via Credit Card, Apple Pay or PayPal.

7.4 For non-online Contracts concluded between LINKWAVE and the Customer with monthly payments, based on recurring invoices, must be paid within 30 days following their receipt. All accrued LINKWAVE invoices will bear interests at the EURIBOR one-month rate plus 3% as of the expiration of a period of 8 days following the sending of a notice of default by e-mail or registered mail.

Contract duration is, for con-online Contracts, agreed between LINKWAVE and the customer and depends on the commercial conditions as well as the use-case.

8. SIM card

8.1 The Customer must immediately notify LINKWAVE of loss, theft of or tampering with their SIM card(s). In such cases, LINKWAVE shall deactivate the concerned SIM card(s, if necessary, replace the SIM card(s) upon payment of a fee for the issue of the new SIM card(s).

8.2 LINKWAVE is entitled to deactivate the SIM Card(s) without incurring any obligation to indemnify if it is required by authorities or due to technical reasons that prevent continued provision of the Services.

8.3 LINKWAVE has the right to deactivate SIM cards if they have not been active for more than twenty-four consecutive months. LINKWAVE shall inform the Customer, at least thirty days in advance, both of the possible suspension of service and of the termination of the assigned number (MSISDN).

9. Provision and Suspension of Service

9.1 LINKWAVE shall ensure adequate geographical coverage of the Services, while remaining free to determine and/or vary it under International Roaming agreements, whether direct or indirect, with electronic communications operators abroad.

9.2 In order to ensure fair and non-discriminatory access for Customers to the Services and to preserve the integrity and the full functionality of the Network (avoiding, firstly, congestion), LINKWAVE reserves the right to introduce temporary and non-discriminatory mechanism to limit use of available network resources in compliance with the principle of fair treatment.

9.3 The Customer acknowledges and accepts, with waiver of any claim, that:

(i) the Services may not have homogeneous geographical coverage and in any case may not cover all territories in the world,

(ii) the provision of the Services is on an “as is” basis and may be subject to variations, including significant ones, both temporary and permanent, depending on technical, geographical and/or climatic factors,

(iii) the services may be interrupted or slowed down in cases where the SIM card is exposed to weather conditions not suitable for its operation or installed in a device that does not meet the necessary technical requirements or lacks adequate protection systems,

9.4 Although taking utmost care and implementing all possible safety measures in compliance with applicable regulations, LINKWAVE cannot guarantee absolute protection of its networks and Services against unauthorized access, intrusion, tapping or other attacks (including by hackers, wherever they may be) and is not therefore liable, should these occur.

9.5 LINKWAVE reserves the right to suspend the Services should it detect unlawful or fraudulent activities by the Customer or by third parties or upon their reporting by the competent authorities.

9.6 LINKWAVE may suspend, in whole or in part, the Services if abnormal use is detected, i.e., if there is an increase in traffic volume that is not reasonably in excess of previous traffic. In compliance with current regulations, LINKWAVE reserves the right to slow down and/or suspend and/or deactivate the SIM card(s) in case of abnormal use of the Services.

9.7 LINKWAVE shall not be liable, in any capacity, with the Customer for any inefficiency and/or malfunction and/or interruption of Services due to causes not attributable to LINKWAVE, including inefficiencies of wholesale operators from which LINKWAVE purchases wholesale mobile data, voice and SMS traffic.

10. Customer obligations

10.1 The Customer is under an obligation to use the Services in accordance with the Contract and applicable laws and regulations. In particular, the Customer is responsible for the use of the Services, as well as their use by third parties with the Customer’s consent, and must promptly inform LINKWAVE of any abnormal and/or unauthorized use of the Services.

10.2 The Customer is responsible for the content of the information transmitted and/or processed using the Services. Therefore, LINKWAVE is not liable for the content of messages, documents or any data transmitted or received using the Services.

10.3 The Customer is required to use the Services in good faith and fairness, in accordance with the Contract, refraining from gaining advantages other than those related to routine use of the Services. More specifically, the Services must not be used to commit prosecutable criminal actions and/or to directly/indirectly infringe the rights of other users and/or third parties.

10.4 The Customer is under an obligation to use the Services exclusively with “validated” devices, any use through other means and/or instruments being excluded, such as, by way of example, GSM boxes, GSM gateways and other similar or analogous equipment capable of transforming, directly or indirectly, the data and SMS traffic for the execution of the Services, as well as using the SIM Card(s) to resell the data and SMS traffic to third parties.

10.5 LINKWAVE may definitively cease or suspend without notice and compensation use of the SIM Card(s) where there is evidence of misuse of the Services by the Customer.

10.6 The Customer is not authorized unless otherwise agreed with LINKWAVE to resell Services or Products of LINKWAVE.

11. Limitation of liability and indemnities

11.1 The liability of LINKWAVE in case of damages caused by conduct attributable to it is limited within the maximum cumulative limit of € 10,000 (ten thousand) regardless of the number of SIM cards held by the Customer.

11.2 LINKWAVE is not liable in any way whatsoever for damage caused by negligence and/or for indirect and/or consequential damage and loss of earnings by the Customer.

11.3 LINKWAVE shall have no Liability (whether foreseeable or not) for any:

(i) losses arising from any act, omission or failure by a Network Provider or any other provider of electronic
communications services; or

(ii) losses incurred by, or Liability of the Customer to any third parties (including the Customer Entities); or

(iii) losses arising from any Customer Entity’s breach of a fair usage policy.

12. Termination of agreement

12.1 Termination by the Customer
Unless otherwise agreed in the Contract of non-online subscriptions, the Customer has the right to withdraw freely and free of charge from the Contract by sending a registered letter with return receipt to the LINKWAVE 19, rue Jean-Pierre Ries l-6143 Junglinster Luxemburg or to the certified e-mail address info@linkwave.lu or with the same electronic means used to activate the Service, except for the payment of amounts due at the time of withdrawal.

Termination shall take effect at month-end after the date of receipt by LINKWAVE of the Customer’s notice.

12.1.1 In the event of changes to the Contract, the Customer may withdraw from the latter according to the methods described above by sending the relevant communication within 60 (sixty) days of receiving notice of the changes; in the absence of communication of withdrawal within the indicated deadline, the contractual modifications will be considered accepted. In case of withdrawal completed within thirty days of the communication of modification of the contractual terms, the previous contractual terms apply to the user for the traffic carried out up to the date of deactivation of the line.

12.1.2 Termination during Contract Term for non-online subscriptions : If the agreed Contract Term has not expired (and will not expire during the notice period), the Customer must pay the amount of fixed monthly charges remaining in respect of each of the relevant Services terminated for the period from the date on which the Agreement (or relevant Service, as applicable) terminates up to and including the last day of the Minimum Contract Term.

12.2 Termination by LINKWAVE

LINKWAVE is entitled to terminate the Contract, without prior notice, and without any compensation or reduction in the fee for the Customer, when the latter fails to fulfill any of its obligations arising from the Contract, in particular:

(i) In the event of non-payment or late payment of an invoice

(ii) if the Customer has failed to provide proof of the proper performance of its obligations within ten days following the date of suspension, in accordance with the provisions of Article 9. of these General Terms and Conditions of Sale

(iii) – In the event of failure to provide specific conditions and/or payments such as security deposit referred to in Article 6.2 of these General Terms and Conditions of Sale

(iV) LINKWAVE believes or has reasonable grounds to suspect that a Customer Entity’s equipment or SIM cards are being used fraudulently or illegally, in which case the Charges remain payable until LINKWAVE is notified of such fraudulent or illegal use

(V) LINKWAVE may suspend, discontinue and/or terminate the Services, in whole or in part, in cases of force majeure, such as, without limitation, events beyond its reasonable control, governmental and/or public administration regulations, acts of judicial and/or military authority, legal prohibitions, natural disasters, lightning, fire, explosions, mobilization, riots, war, epidemics and pandemics, strikes, shortages of raw materials, energy, and other similar events.

12.3 Right of withdrawal

When the purchase is concluded online, the Customer has a period of 14 days to withdraw from the purchase, without having to give reasons for his or her decision and without being liable to pay compensation.

To exercise the right of withdrawal, the Customer must inform LINKWAVE, by means of an unambiguous statement and before the expiry of the withdrawal period, of his or her decision to withdraw from the purchase. To do so, the Customer must send a notification-mail to sales@linkwave.lu and inform LINKWAVE about the decision to exercise his or her right of withdrawal before the expiry of this period. LINKWAVE shall then inform the Customer of the steps to be taken, to return the goods. If these steps are not followed, LINKWAVE reserves the right to refuse the return.

If the Customer decides to exercise the right of withdrawal, LINKWAVE shall reimburse all payments already made, including delivery costs except for any additional costs related to the fact that the Customer has chosen a delivery method other than the less expensive standard method offered by LINKWAVE. Any installation and activation costs that have been incurred prior to withdrawal for the purpose of providing services to the Customer shall not be refunded. These amounts remain due and cannot be recovered. LINKWAVE shall refund the Customer using the same payment method as that used by the Customer for the initial transaction, unless the Customer agrees to the use of another payment method and provided that the refund does not incur any costs for the Customer.

The refund shall be made without undue delay and at the latest within 14 calendar days of the date on which LINKWAVE was informed of the Customer’s decision to withdraw from his purchase.

13. Warranty Coverage

LINKWAVE warrants that the SIM card(s) issued to the Customer will be free from defects in material and workmanship under normal usage conditions for a period of 24 months, from the date of activation of the SIM card(s) (the “Warranty Period”).

13.1 Scope of Warranty

This warranty covers: The failure of the SIM card(s) to perform as intended due to defects in materials or workmanship. The provision of a replacement SIM card(s) if the original SIM card(s) is found to be defective during the Warranty Period.

This warranty does not cover:
-Damage resulting from misuse, abuse, or unauthorized modifications to the SIM card(s)
-Loss, theft, or damage caused by external factors (e.g., water, fire, or exposure to extreme conditions)
-Any damages or issues arising due to failure to use the SIM card(s) in accordance with the Service Provider’s terms and conditions.

13.2 Warranty Claims

To make a warranty claim, the Customer must notify LINKWAVE within the Warranty Period, providing the following:

-A description of the defect or issue with the SIM card(s)
-Any relevant information requested by LINKWAVE to assess the warranty claim

LINKWAVE will review the claim and, if deemed valid, will issue a replacement SIM card(s) within a reasonable time frame, at no additional charge to the Customer

13.3 Exclusion of Liability

LINKWAVE shall not be liable for any indirect, incidental, or consequential damages arising from the failure or malfunction of the SIM card(s), including but not limited to loss of data, business interruption, or any other financial loss.

This warranty is the only warranty provided by LINKWAVE and supersedes all other warranties, expressed or implied, including but not limited to implied warranties of merchantability or fitness for a particular purpose

14. Personal data

14.1. Processing and Data Controller

LINKWAVE undertakes to process the Data provided to it by the Customer in compliance with the legal and regulatory provisions in force relating to information technology, files and freedoms, in particular the amended law of 2 August 2002 relating to the protection of individuals with regard to the processing of personal data and the law of 30 May 2005 concerning the protection of privacy in the electronic communications sector, as well as Regulation (EU) 2016/679 of the European Parliament and of the Council on the protection of individuals with regard to the processing of personal data and on the free movement of such data, as of its date of application

14.2. Purposes of the processing

Within the framework of providing its services and/or sales, LINKWAVE collects the Customer’s personal data for the purposes of i) managing the LINKWAVE Customer relationship, and ii) complying with the laws and regulations applicable to LINKWAVE in the course of its activities.

Data is processed in order to allow, in particular, (a) the performance of contracts for the provision of the LINKWAVE Service and/or the supply of equipment, (b) invoicing, (c) support and maintenance of the Services, (d) accounting, (e) archiving, and (f) debt collection. Data is also processed for the purpose of managing the commercial relationship with the Customer and in particular (a) the provision of commercial information, (b) the improvement of the quality, security and performance of the services and (c) direct canvassing for other similar or related services offered by entities of LINKWAVE in Luxemburg or abroad or by third parties. The Customer expressly consents to the processing of the Data for such purposes. LINKWAVE undertakes to take all necessary precautions to preserve the security and confidentiality of the personal data to which it has access, and in particular to prevent it from being distorted, damaged or accessed by unauthorized third parties.

LINKWAVE undertakes not to use the data collected in this way for purposes other than those mentioned above.

Other personal data collected and processed by LINKWAVE to meet its legal obligations are stored in accordance with the applicable law. LINKWAVE processes Data, including location data (data indicating the geographical position of the Customer’s terminal equipment), to meet its legal and regulatory obligations, and may in particular provide data relating to the identification and location of the Customer to the competent authorities in the framework of their legal duties, including in connection with calls to emergency services. The Customer shall have the right to object, on request and free of charge, to the processing of the Data for these purposes and to the disclosure of the Data to third parties.

15. The Client’s consent to remote communication techniques

15.1. By signing these General Terms and Conditions of Sale, the Customer gives his prior consent to LINKWAVE to use remote communication systems, such as the automated call system without human intervention, fax, telephone and e-mail.

15.2. The Customer shall have the right to object, free of charge and in writing, including by e-mail, to the sending of commercial communications by LINKWAVE and/or third parties.

16. Modification of the present General Terms of Sale and of the LINKWAVE Service rates

LINKWAVE reserves the right to modify, in whole or in part, the present General Terms and Conditions of Sale.

17. Nullity

In the event that one of the clauses of the Contract turns out to be null, unenforceable or invalid, this does not entail the nullity, invalidity or unenforceability of the other clauses of the Contract, unless the Contract cannot exist without this clause.

18. Governing law

Any dispute relating to the existence, interpretation or execution of the Contract shall fall under the exclusive jurisdiction of the courts of the city of Luxembourg.
The Customer expressly acknowledges that he is aware of the General Terms and Conditions of Sale and accepts them without reservation or limitation.