Terms of Service

1. Parties and scope

1.1. These Terms of Service (the “Agreement”) are entered into between [ŞİRKET ÜNVANI] (MERSIS: [MERSIS NO], tax ID: [TAX OFFICE / TAX ID], address: [ADDRESS], registered e-mail (KEP): [KEP ADDRESS]; “santral.la”) and the person ordering the santral.la service (the “Customer”), and take effect when the order is confirmed.

1.2. The Service is offered only to natural and legal persons acting in the course of their trade, business or profession. The Customer declares that it does not act as a consumer. santral.la may refuse orders from consumers.

1.3. The following form an integral part of this Agreement: the Order Form (the order summary in the panel or billing system), the Data Processing Agreement (santral.la/en/legal/data-processing-agreement), the Acceptable Use Policy (santral.la/en/legal/acceptable-use-policy), the Service Level Agreement (santral.la/en/legal/service-level-agreement) and the Sub-processor List (santral.la/en/legal/sub-processors). Order of precedence in case of conflict: Order Form, Data Processing Agreement (as to personal data), this Agreement, other annexes.

2. Definitions

• Service: the santral.la software, including the web panel, web phone, mobile (iOS, Android) and desktop (Windows, macOS) apps, API and related support.
• Operator: the electronic communications provider authorised by the Turkish Information and Communication Technologies Authority (BTK) or the regulator of the relevant country with which the Customer contracts in its own name (e.g. Netgsm).
• Trunk: the SIP line the Customer obtains from its Operator and its credentials.
• Number: a telephone number assigned to the Customer by the Operator.
• User: an employee or representative whom the Customer allows to use the Service.
• Customer Data: all data processed by or on behalf of the Customer or Users when using the Service, in particular call detail records (CDRs), call recordings, voicemail, announcements and configuration.
• Data Region: the region where Customer Data is stored: tr (Istanbul) or eu (Frankfurt, planned).
• Plan: the service plan and limits selected in the Order Form (extensions, concurrent calls, queues, IVRs, recording storage and retention, etc.).

3. Nature of the Service: PBX software (SaaS)

3.1. The Service is PBX software provided as a service (SaaS) that lets the Customer manage its own calls. santral.la does not assign or sell telephone numbers, does not provide call minutes, access to the public switched telephone network (PSTN), call termination or carriage between operators, and does not act as an electronic communications operator.

3.2. Calls to and from the PSTN run over the Customer’s own Operator and Trunk. For those calls the Customer’s Operator is the provider of the electronic communications service.

3.3. santral.la does not use one Customer’s Trunk or Numbers for another customer and does not pool customers’ Trunks. Calls between different customer accounts are not possible. App-to-app (extension-to-extension) calls are possible only between Users of the same Customer account.

3.4. Features and limits are determined by the Plan. santral.la may develop and change the software provided the core functions of the Service are not reduced. Features marked as beta are excluded from the SLA.

4. Numbers, Trunks and Operator contracts

4.1. The Customer owns and is responsible for its Numbers and Trunks. The Customer enters into a separate, direct subscription contract with the Operator; charges, number assignment, porting, subscription and identity verification under that contract are between the Customer and the Operator. santral.la is not a party to that contract and is not responsible for Operator charges.

4.2. The Customer shall comply with its Operator contract and the Operator’s terms. For example, some Operator contracts prohibit offering the service to third parties for commercial purposes beyond the subscriber’s own business, and make the subscriber liable for damage caused by its equipment or systems.

4.3. On outgoing calls the Customer may present as calling line identity (CLI) only Numbers it has the right to use. Presenting misleading numbers or numbers belonging to others is prohibited.

4.4. The Customer shall enter correct and current Trunk credentials and update the settings in the Service when they change at the Operator.

5. No line sharing or resale

5.1. The Customer may not use the Service, Trunks or Numbers to sell, rent or provide lines, numbers or minutes to third parties, and may not resell the Service without santral.la’s written consent.

5.2. Group-company or reseller models require a separate written agreement.

6. Emergency calls

6.1. The Service is configured to route emergency numbers (112 in Türkiye; 112 and national emergency numbers in the EU) to the Customer’s Trunk without a prefix. Delivering the emergency call and the caller’s location to the emergency centre is the Operator’s obligation.

6.2. The Customer acknowledges that: (a) emergency calls may not be possible without a Trunk, during an internet or power outage, or while the Service is suspended; (b) when the web phone or apps are used away from the Number’s registered address, the location passed to the emergency centre may be wrong; (c) the mobile and desktop apps are not an emergency calling tool; for emergency calls, use the phone’s built-in phone app. The Customer keeps its address at the Operator up to date and informs its Users accordingly.

6.3. The Service must not be relied upon as the sole means of emergency communication.

7. Rules of use, commercial calls and İYS

7.1. The Customer shall use the Service in accordance with the Acceptable Use Policy. Unsolicited bulk calls (spam), automated calls with pre-recorded messages (robocalls), caller-ID spoofing, fraud and unlawful content are prohibited.

7.2. The Customer is solely responsible for complying, for its commercial calls, with Turkish Law No. 6563 on the Regulation of Electronic Commerce, the Regulation on Commercial Communications and Commercial Electronic Messages and the rules of the Message Management System (İYS), in particular: obtaining prior consent and checking İYS before promotional calls to consumers, not calling persons who have opted out, and stating the business name at the start of the call. For recipients outside Türkiye the law of the recipient’s country applies.

7.3. The Service is not a campaign or auto-dialling tool. If santral.la offers such a feature in the future, it will require an İYS check.

8. Call recording

8.1. Call recording is off by default and is switched on by the Customer’s decision.

8.2. A Customer that enables recording is the data controller under the Turkish Personal Data Protection Law No. 6698 (KVKK) and, where applicable, the GDPR, and is solely responsible for: informing the other party before recording starts (recording announcement and privacy notice), relying on a legal basis, obtaining consent where required, informing its employees and setting retention periods. Recording or listening without consent may be a criminal offence (e.g. Turkish Criminal Code arts. 132-134; German Criminal Code § 201).

8.3. santral.la provides tools that help the Customer meet these duties: a ready-made recording announcement template, recording settings per number and direction, retention periods, export and deletion. Calls in which payment card data is taken should not be recorded.

8.4. santral.la staff may listen to recordings and voicemail only upon the Customer’s written support request, limited to the scope of that request, and such access is logged.

9. Security and toll fraud

9.1. The Customer shall: use strong, unique passwords; keep panel, extension and Trunk credentials confidential and share them only with authorised Users; revoke access of departing employees without delay; notify santral.la and the Operator immediately of unauthorised access or unusual traffic; set spending and international-call limits with its Operator.

9.2. santral.la applies the following measures: international calls are off by default and require two approvals (platform permission and Customer setting); concurrent-call limits; throttling of failed login attempts; encrypted storage of secrets; monitoring of unusual traffic. Details are in Annex 2 of the Data Processing Agreement.

9.3. Where santral.la detects unusual or suspicious traffic it may, to protect the Customer, restrict outgoing calls or temporarily suspend the account without prior notice, and will inform the Customer as soon as possible.

9.4. Operator charges for calls made through the Customer’s account, credentials or Trunk are a matter between the Customer and the Operator. santral.la is liable for call charges arising from unauthorised use only to the extent the damage results from santral.la’s intent or gross negligence.

10. Fees and payment

10.1. Fees are stated in the Order Form and the current plan page and, unless stated otherwise, exclude VAT. Additional extensions are charged separately. For annual billing the discount stated in the Order Form (two months free) applies.

10.2. Fees are invoiced in advance at the start of each billing period and paid through the billing system. Payment data is processed by the payment institution; santral.la does not store card numbers.

10.3. If an invoice is not paid when due, santral.la may suspend the Service [7] days after the due date, following at least one e-mail reminder. Fees continue to accrue during suspension.

10.4. santral.la may change prices with at least 30 days’ notice, effective from the next billing period. A Customer that does not accept the change may terminate at the end of the current period.

10.5. If Plan limits (e.g. storage) are exceeded, santral.la notifies the Customer; the Customer upgrades or reduces its data. Overages are not charged automatically.

10.6. Trial: santral.la may offer a free trial of [14] days, once per Customer. During the trial the trial limits apply, international calls are off and cannot be enabled, and the Service Level Agreement and service credits do not apply. If the Customer does not move to a paid Plan by the end of the trial, the Service is suspended; [30] days after the suspension the account and all Customer Data are permanently deleted (copies in backups within the period in clause 17.4). Moving to a paid Plan keeps all data.

11. Suspension

11.1. santral.la may suspend the Service in whole or in part: (a) for late payment under clause 10.3; (b) without prior notice, in case of a serious threat to the security of the Service, other customers or third parties, suspected fraud or a serious breach of the Acceptable Use Policy; (c) upon an order of a competent authority or a legal obligation. Where the Service is suspended for late payment, santral.la may terminate the Agreement [30] days after the suspension; data is then retained and deleted under clause 17.4.

11.2. Suspension is applied as narrowly and for as short a time as necessary and lifted once its cause is removed. While suspended, no calls, including emergency calls, can be made through the Service (clause 6.2(a)).

12. Customer Data and personal data

12.1. Customer Data belongs to the Customer. santral.la processes Customer Data only to provide the Service and on the Customer’s instructions, and does not use it for its own purposes (e.g. advertising, AI training, profiling).

12.2. As to personal data in Customer Data, the Customer is the controller and santral.la the processor. This relationship is governed by the Data Processing Agreement.

12.3. Customer Data is stored in the Data Region chosen by the Customer. Data of customers in Türkiye is kept in Türkiye, data of customers in the EU is kept in the EU. The Data Region is not changed without the Customer’s written instruction.

12.4. The Customer may export its data (CDRs, recordings, voicemail, announcements, configuration) in standard formats using the tools provided by the Service.

13. Intellectual property and licence

13.1. All rights in the Service, software, apps and trademarks belong to santral.la or its licensors. The Customer is granted a non-transferable, non-exclusive right to use the Service for the term of this Agreement, within the Plan limits and for its internal business purposes. Reverse engineering, attempts to access source code and copying of the Service are prohibited, except as permitted by mandatory law.

13.2. Rights in announcements, hold music and other content uploaded by the Customer remain with the Customer. The Customer warrants that it has the right to use such content (e.g. collecting-society licences for hold music). Hold music supplied by santral.la may be used only within the Service.

13.3. The mobile and desktop apps are free companion apps tied to the Customer account; no purchases are made in the apps. The terms of the app stores (Apple App Store, Google Play) apply in addition.

13.4. santral.la may use feedback from the Customer to improve the Service without any obligation to the Customer.

14. Limitation of liability

14.1. Except for the targets in the Service Level Agreement, the Service is provided “as is”. santral.la does not warrant that the Service will be uninterrupted or error-free. Service credits under the SLA are the Customer’s sole remedy for failure to meet the availability target.

14.2. santral.la is not liable for problems caused by the Operator, Trunk, internet access, the Customer’s network, devices or third-party software; delays of Apple/Google push services; the Customer’s instructions or settings; or the Customer’s breach of this Agreement.

14.3. Neither party is liable for indirect damage, loss of profit, loss of business, loss of reputation or loss of data (unless the loss of data results from santral.la’s breach of its backup obligations).

14.4. santral.la’s total liability under this Agreement is limited to the fees paid by the Customer to santral.la in the 12 months preceding the event giving rise to the claim.

14.5. These limitations do not apply to intent or gross negligence, the Customer’s payment obligations, the indemnity in clause 15, or liability that cannot be limited by law.

15. Indemnity

The Customer shall indemnify santral.la against claims of third parties or authorities, administrative fines and reasonable legal fees arising from Numbers, Trunks, the Operator contract, call recording, commercial calls/İYS, content uploaded by the Customer or breach of the Acceptable Use Policy. santral.la notifies the Customer of such a claim within a reasonable time and cooperates in the defence.

16. Confidentiality

Each party keeps the trade secrets and confidential information of the other confidential during the term and for [3] years after its end, and discloses them only on a need-to-know basis to perform this Agreement. Disclosures required by law or by a competent authority are excepted. Confidentiality of personal data is governed indefinitely by the Data Processing Agreement.

17. Term and termination

17.1. The Agreement is concluded for the chosen billing period (monthly or annual) and renews automatically for the same period.

17.2. Either party may stop renewal by notice given at least [7] days before the end of the period. For annual billing unused time is not refunded, except where the Customer terminates because of a change by santral.la under clause 10.4 or clause 20.

17.3. If a party does not cure a material breach within 15 days of written notice, the other party may terminate with immediate effect. A serious breach of the Acceptable Use Policy entitles santral.la to terminate immediately.

17.4. After termination Customer Data remains available for export for 30 days and is then deleted. Copies in backups are deleted through the backup cycle within [35] days. santral.la’s own records subject to statutory retention (e.g. invoices) are retained.

17.5. For customers established in the EU, the switching provisions of the EU Data Act (Regulation (EU) 2023/2854) apply: the notice period for termination is at most two months and santral.la provides reasonable switching assistance.

18. Force majeure

Obligations affected by events beyond the parties’ control — such as natural disasters, epidemics, war, terrorism, cyber attacks (despite reasonable measures), general internet or power outages, widespread outages of Operators or data centres, and orders of authorities — are suspended for the duration of the event. If force majeure lasts more than 30 days, either party may terminate. Payment obligations are not subject to force majeure.

19. Notices

Notices are given through the panel, to the e-mail address registered in the Customer account, or to santral.la at [DESTEK E-POSTASI]. Notices with legal effect, such as termination or formal demands, may also be given by registered e-mail (KEP) or through a notary.

20. Changes

santral.la may amend this Agreement and its annexes with at least 30 days’ notice. A Customer that does not accept a material change to its detriment may terminate by notice before the change takes effect. Changes required by law or for security reasons may take effect sooner.

21. Governing law and jurisdiction

21.1. For customers established in Türkiye, Turkish law applies and the courts and enforcement offices of Istanbul (Çağlayan) have jurisdiction. Mandatory mediation rules for commercial disputes remain reserved.

21.2. For customers established outside Türkiye: Mandatory consumer or data protection law of the Customer’s country is not affected.

22. Miscellaneous

22.1. The Customer may not assign this Agreement without santral.la’s written consent. santral.la may assign it, with notice to the Customer, to a company it forms or that takes over its business.

22.2. If a provision is invalid, the remaining provisions are unaffected.

22.3. This Agreement is the entire agreement between the parties on its subject matter. The Customer’s own general terms do not apply.

22.4. If the Turkish and English texts conflict, the Turkish text prevails for customers in Türkiye and the English text for all other customers.