Terms of Service

1. Parties and Scope

These Terms of Service (“Terms”) constitute a legally binding agreement between Sofia Connect EAD, a company registered under Bulgarian law with its registered office at 192A Cherni Vrah Blvd, Sofia 1407, Bulgaria (“Sofia Connect”, “we”, “us”), and the entity or individual (“Customer”, “you”) that has entered into a service agreement or otherwise uses Sofia Connect’s services.

These Terms apply to all telecommunications and connectivity services provided by Sofia Connect, including but not limited to IP Transit, Ethernet / Layer-2 VPN, DWDM Wavelengths, and Dark Fiber, as further described in the applicable Order Form or Service Agreement.

2. Services

2.1 IP Transit

Sofia Connect provides global internet routing (AS47872) with full BGP table delivery, committed data rates, and 24/7 NOC monitoring. Traffic is delivered in accordance with the committed information rate (“CIR”) and burst parameters specified in the Order Form.

2.2 Ethernet / Layer-2 VPN

Point-to-point and multipoint Ethernet services delivered over Sofia Connect’s owned and operated infrastructure. Service parameters, including port speed and VLAN configuration, are set out in the Order Form.

2.3 DWDM Wavelengths

Dedicated optical wavelength channels on Sofia Connect’s DWDM network, providing high-capacity, low-latency transport between specified Points of Presence (“PoPs”).

2.4 Dark Fiber

Indefeasible rights of use (“IRU”) or lease of unlit optical fiber pairs between agreed termination points, subject to a separate Dark Fiber Agreement.

2.5 Service Modifications

Sofia Connect reserves the right to modify, upgrade, or reconfigure network elements as necessary to maintain service quality. Planned maintenance activities are subject to advance notice as described in Section 8.

3. Orders and Activation

Service is established upon execution of a written Order Form or Service Agreement by both parties. Sofia Connect will use commercially reasonable efforts to provision services within the lead time stated in the Order Form.

The Customer is responsible for ensuring that its equipment, demarcation points, and any third-party circuits are ready for service activation on the agreed date. Delays caused by Customer’s failure to meet this obligation do not affect the billing commencement date set out in the Order Form.

4. Payment Terms

• Invoices are issued monthly in advance for recurring charges and in arrears for usage-based charges.
• Payment is due within thirty (30) calendar days of the invoice date.
• All fees are stated exclusive of VAT. Bulgarian VAT at the applicable rate is added where required by law.
• Late payments accrue interest at the Bulgarian statutory rate applicable under the Commercial Act, calculated from the due date to the date of actual payment.
• Sofia Connect reserves the right to suspend services if any undisputed invoice remains unpaid for more than fifteen (15) days after the due date, following written notice to the Customer.

The Customer must raise billing disputes in writing within thirty (30) days of the invoice date. Disputed amounts must be identified with specificity; undisputed portions of any invoice remain payable by the due date.

5. Acceptable Use

Use of Sofia Connect’s network and services is subject to the Acceptable Use Policy (“AUP”) available at sofia-connect.net/legal/aup/, incorporated herein by reference. The Customer is responsible for ensuring that all end users, sub-customers, and downstream parties comply with the AUP.

6. Intellectual Property

All network infrastructure, software, configurations, and documentation provided by Sofia Connect remain the sole property of Sofia Connect EAD or its licensors. These Terms do not grant the Customer any intellectual property rights other than the limited right to use the services as expressly set out herein.

7. Confidentiality

Each party agrees to hold in strict confidence all Confidential Information of the other party and not to disclose it to third parties without prior written consent, except as required by law or regulation. “Confidential Information” means all non-public information designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure.

This obligation survives termination of the service relationship for a period of three (3) years.

8. Maintenance

Scheduled Maintenance. Sofia Connect will provide at least forty-eight (48) hours’ advance notice of planned maintenance windows that may affect service availability. Scheduled maintenance is typically performed during off-peak hours (00:00–06:00 EET/EEST) and does not count toward SLA downtime calculations.

Emergency Maintenance. Sofia Connect may perform emergency maintenance with shorter or no advance notice where necessary to protect network integrity or security. Sofia Connect will use commercially reasonable efforts to minimise service impact and will notify affected customers as soon as practicable.

9. Liability Limitations

To the maximum extent permitted by applicable law:

• Sofia Connect’s total aggregate liability arising out of or in connection with these Terms shall not exceed the total fees paid by the Customer in the three (3) months immediately preceding the event giving rise to the claim.
• Sofia Connect shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, or business interruption, even if advised of the possibility of such damages.
• Sofia Connect is not liable for service degradation caused by the Customer’s equipment, the public internet, third-party networks, or force majeure events.

Nothing in these Terms excludes liability for fraud, gross negligence, wilful misconduct, or any other liability that cannot be excluded under Bulgarian law.

10. Term and Termination

The initial service term is as specified in the Order Form. Unless otherwise stated, services automatically renew for successive one-year periods unless either party provides written notice of non-renewal at least thirty (30) days before the end of the then-current term.

Either party may terminate immediately by written notice if the other party:

• materially breaches these Terms and fails to cure such breach within thirty (30) days of written notice; or
• becomes insolvent, is subject to bankruptcy proceedings, or ceases to carry on business.

Early termination by the Customer during the committed service term may result in early termination charges as specified in the Order Form.

11. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Republic of Bulgaria, without regard to its conflict-of-law provisions.

Any dispute arising out of or in connection with these Terms shall be first submitted to good-faith negotiations between the parties. If the parties are unable to resolve the dispute within thirty (30) days of written notice, either party may refer the matter to the competent Bulgarian courts with jurisdiction over Sofia.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

12. General Provisions

• Entire Agreement. These Terms, together with the applicable Order Form, AUP, Privacy Policy, and SLA, constitute the entire agreement between the parties and supersede all prior agreements relating to the subject matter herein.
• Amendments. Sofia Connect may amend these Terms with thirty (30) days’ written notice to the Customer. Continued use of services after the effective date constitutes acceptance of the amended Terms.
• Waiver. Failure by either party to enforce any provision of these Terms shall not constitute a waiver of that party’s right to enforce such provision in the future.
• Severability. If any provision of these Terms is held invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and all other provisions shall remain in full force and effect.
• Assignment. The Customer may not assign its rights or obligations under these Terms without Sofia Connect’s prior written consent. Sofia Connect may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.