VoxFluo -- Terms and Conditions

Effective Date: April 2026 Last Updated: April 17, 2026 Document Version: 1.0

IMPORTANT LEGAL NOTICE: This document constitutes a legally binding agreement. By accessing, downloading, installing, or using any part of the VoxFluo Service, you expressly acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions in their entirety. If you do not agree, you must immediately cease all use of the Service and delete any installed applications.

Disclaimer: This document is a comprehensive template tailored specifically for VoxFluo. It must be reviewed and approved by a qualified attorney admitted to practice in Austria before commercial deployment.

Table of Contents

1. Definitions
2. Acceptance of Terms
3. Scope of Services
4. Account Registration and Security
5. Subscription Plans, the Token Economy, and Payment
6. License Grant and Restrictions
7. Customer Obligations
8. Audio Recording Consent and Compliance
9. Artificial Intelligence and Accuracy Disclaimer
10. Offline Mode, Device Security, and Data Synchronization
11. Global Data Processing and Storage
12. Export Controls and International Compliance
13. Service Availability and Uptime
14. Beta and Pre-Release Services
15. Intellectual Property
16. Confidentiality
17. Warranty Disclaimer
18. Limitation of Liability
19. Indemnification
20. Data Protection and Privacy
21. Third-Party Services and Sub-Processors
22. Term, Suspension, and Termination
23. Effects of Termination
24. Modifications to Terms
25. Governing Law and Dispute Resolution
26. Force Majeure
27. Severability
28. Entire Agreement
29. Assignment
30. Waiver
31. Notices
32. Contact Information

1. Definitions

For the purposes of these Terms and Conditions, the following definitions apply:

• "Agreement" means these Terms and Conditions, the Privacy Policy, the EULA, and any Order Forms, addenda, or amendments executed by the parties.
• "Admin" means the Customer's designated administrative user(s) who manage the Customer's VoxFluo account, including user provisioning, event configuration, and product settings.
• "Authorized End User" or "End User" means any individual to whom the Customer grants access to the Service, including but not limited to Sales Representatives, Inside Sales personnel, and Admins.
• "Business Day" means Monday through Friday, excluding public holidays in the Republic of Austria.
• "Content" means any data, text, images, audio recordings, files, or other materials uploaded, submitted, or processed through the Service by or on behalf of the Customer.
• "Customer" or "you" means the legal entity or natural person that has entered into this Agreement and is the contracting party with VoxFluo.
• "Customer Data" means all electronic data, text, messages, audio recordings, images, personal data, or other content that is submitted to the Service by the Customer or its End Users, including Lead Data, account data, and configuration settings.
• "Data Processing Agreement" ("DPA") means the agreement governing VoxFluo's processing of personal data on behalf of the Customer, as required under applicable data protection legislation.
• "Effective Date" means the date on which the Customer first accepts these Terms, whether by clicking "I Accept," creating an account, or otherwise using the Service.
• "Event" means a trade show, conference, exhibition, sales event, or any other occasion during which the Customer uses VoxFluo to capture lead information.
• "Intellectual Property Rights" means all patents, copyrights, moral rights, trademarks, trade secrets, know-how, database rights, and any other intellectual or industrial property rights, whether registered or unregistered.
• "Lead Data" means the data captured, processed, and stored through the Service on behalf of the Customer, including but not limited to: business card images, extracted contact information (names, email addresses, phone numbers, company information), audio voice notes, transcriptions, AI-generated intent mappings, product interest data, temperature ratings, and enrichment data.
• "Mobile Application" means the VoxFluo native application for iOS and/or Android devices.
• "Order Form" means any ordering document, subscription confirmation, or online purchase flow that specifies the Service plan, token quantities, pricing, and billing terms agreed upon between VoxFluo and the Customer.
• "Service" means the VoxFluo software-as-a-service platform, including the Web Portal, Mobile Application, API, Edge Functions, AI processing capabilities, and all associated documentation.
• "Sub-Processor" means any third-party service provider engaged by VoxFluo to process Customer Data in connection with the provision of the Service.
• "Token" means the unit of consumption used to measure and bill usage of the Service, as described in Section 5.
• "VoxFluo", "we", "us", or "our" means [VoxFluo Legal Entity Name], a company registered in the Republic of Austria, with its registered office at [Address], registered under commercial register number [FN XXXXXX] at the [Landesgericht/Handelsgericht Wien].
• "Web Portal" means the browser-based administrative and operational interface of VoxFluo accessible via the Internet.

2. Acceptance of Terms

2.1 Binding Agreement

By (a) clicking "I Accept" or any similar affirmative button, (b) creating an account, (c) downloading or installing the Mobile Application, (d) accessing the Web Portal, or (e) otherwise using any part of the Service, you represent and warrant that:

• You have the legal capacity and authority to enter into this Agreement;
• You are entering into this Agreement on behalf of a legal entity and have the authority to bind that entity;
• You have read, understood, and agree to be bound by these Terms and Conditions, the Privacy Policy, and the EULA;
• You are at least 18 years of age;
• You consent to the electronic execution of this Agreement.

2.2 Corporate Authority

If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you are authorized to bind such entity to this Agreement, in which case "Customer" shall refer to such entity. If you do not have such authority, or if you do not agree with these Terms, you must not accept this Agreement and may not use the Service.

2.3 Rejection

If you do not agree to any provision of this Agreement, you must immediately: (a) cease using the Service; (b) delete the Mobile Application from all devices; and (c) notify VoxFluo to close your account.

3. Scope of Services

3.1 Service Description

VoxFluo provides a B2B software-as-a-service application designed for lead capture at trade shows and high-velocity sales events. The Service includes:

• Mobile Application: Native iOS and Android app for Sales Representatives enabling business card scanning (OCR), voice note recording with AI-driven intent mapping, manual lead entry, and offline data capture.
• Web Portal: Browser-based administrative interface for Admins and Inside Sales personnel, providing event management, product configuration, user management, lead review and verification, lead export, token management, and organizational settings.
• AI Processing: Third-party large language model (LLM) and speech-to-text integrations for optical character recognition, audio transcription, intent mapping, product matching, and company enrichment.
• Data Synchronization: Cloud-based storage and synchronization of captured lead data across devices and users.

3.2 Nature of the Service

VoxFluo acts strictly as a data structuring and capture tool. The Service is designed to convert unstructured input (business cards, voice notes) into structured, actionable lead data. VoxFluo:

• Does not provide CRM functionality, outbound marketing, or sales execution services;
• Does not guarantee sales results, conversion rates, or business outcomes;
• Does not provide legal, financial, or compliance advice;
• Does not verify the accuracy, completeness, or truthfulness of data provided by prospects or captured by End Users.

3.3 Service Modifications

VoxFluo reserves the right to modify, update, enhance, or discontinue any feature or functionality of the Service at any time, with or without notice. Material changes that adversely affect the Customer's use of the Service will be communicated with reasonable advance notice where practicable.

4. Account Registration and Security

4.1 Account Creation

To use the Service, the Customer must create an organizational account providing accurate, complete, and current information including: legal entity name, business email address, billing information, and VAT identification number (where applicable).

4.2 Account Security

The Customer is solely responsible for:

• Maintaining the confidentiality of all account credentials, passwords, API keys, and authentication tokens;
• All activities that occur under the Customer's account, whether authorized or unauthorized;
• Ensuring that End Users comply with these Terms;
• Immediately notifying VoxFluo of any unauthorized access or security breach at [security@voxfluo.com].

4.3 Multi-Factor Authentication

VoxFluo may require multi-factor authentication (MFA) for certain account operations. The Customer acknowledges that disabling or bypassing such measures is at the Customer's sole risk.

4.4 Account Sharing Prohibited

Account credentials are personal and non-transferable. Each End User must have a unique, individually assigned account. Sharing of account credentials between individuals is strictly prohibited and constitutes a material breach of this Agreement.

5. Subscription Plans, the Token Economy, and Payment

5.1 Token-Based Consumption Model

The Service operates on a pre-purchased token consumption model. Tokens are consumed based on the type of lead capture activity:

5.2 Token Purchase and Expiry

• All token purchases are final, non-refundable, and non-transferable, regardless of whether the tokens are consumed, the event is canceled, or the subscription is terminated.
• Purchased tokens are valid for twelve (12) months from the date of purchase unless otherwise specified in the applicable Order Form.
• Expired tokens are forfeited without compensation.

5.3 Overdraft Protection (Soft Limits)

To prevent service interruption during active Events, VoxFluo may, at its sole discretion, allow Customer accounts to incur a negative token balance ("Overdraft"). The Customer is legally obligated to pay for any negative token balance within fourteen (14) calendar days of the Event's conclusion. Failure to settle an Overdraft constitutes a material breach of this Agreement.

5.4 Free Tier

VoxFluo may offer a "Free Event Starter" tier providing a limited number of tokens at no cost. Free tier usage is subject to all terms of this Agreement. VoxFluo reserves the right to modify, limit, or discontinue the free tier at any time without notice or liability.

5.5 Pricing and Taxes

• All prices are stated in Euros (EUR) unless otherwise specified.
• Prices are exclusive of all applicable taxes, including but not limited to value-added tax (VAT), goods and services tax (GST), sales tax, withholding tax, and any other governmental levies.
• European B2B customers must provide a valid VAT identification number for the reverse-charge mechanism to apply; otherwise, Austrian VAT (currently 20%) will be charged.
• The Customer is responsible for all taxes in its jurisdiction.

5.6 Payment Terms

• Payment is due upon invoice or at the time of purchase, as specified in the Order Form.
• Late payments accrue interest at the statutory rate under Austrian law (currently 9.2 percentage points above the base rate for B2B transactions, per ss 456 UGB).
• VoxFluo reserves the right to suspend the Service upon non-payment exceeding fifteen (15) calendar days.

5.7 Billing Disputes

The Customer must notify VoxFluo of any billing dispute in writing within thirty (30) calendar days of the invoice date. Undisputed amounts remain due as scheduled.

6. License Grant and Restrictions

6.1 License

Subject to the Customer's compliance with this Agreement and payment of all applicable fees, VoxFluo grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service during the term of this Agreement, solely for the Customer's internal business purposes.

6.2 Restrictions

The Customer shall not, and shall ensure that its End Users do not:

• Copy, modify, adapt, translate, reverse-engineer, decompile, disassemble, or create derivative works of the Service or any component thereof;
• Sublicense, sell, resell, lease, rent, distribute, or otherwise commercially exploit the Service to or for the benefit of any third party;
• Use the Service to build a competing product or service;
• Circumvent, disable, or interfere with any security, authentication, access control, rate-limiting, or usage-tracking features of the Service;
• Use automated scripts, bots, scrapers, or similar technology to access the Service, except through officially provided APIs;
• Upload or transmit any malicious code, viruses, worms, Trojans, or any other harmful or disruptive technology;
• Use the Service for any purpose that is unlawful, fraudulent, defamatory, harassing, or otherwise objectionable;
• Attempt to gain unauthorized access to any part of the Service, other accounts, computer systems, or networks connected to the Service;
• Use the Service to store or process data that is classified, subject to government security clearance requirements, or regulated under specific sectoral legislation (e.g., HIPAA, PCI-DSS) without a separate written agreement with VoxFluo;
• Exceed any usage limits, token allocations, or rate limits applicable to the Customer's subscription plan.

7. Customer Obligations

7.1 Lawful Use

The Customer warrants that its use of the Service, including the collection, processing, and storage of Lead Data, complies with all applicable laws, regulations, and industry standards in all jurisdictions in which the Customer operates or captures data.

7.2 Data Accuracy

The Customer is solely responsible for the accuracy, quality, legality, and appropriateness of all Customer Data submitted to the Service. VoxFluo has no obligation to verify the accuracy or legality of Customer Data.

7.3 End User Management

The Customer is responsible for:

• Provisioning, managing, and de-provisioning End User accounts;
• Ensuring End Users are trained on proper use of the Service;
• Ensuring End Users comply with these Terms and all applicable laws;
• All acts and omissions of its End Users as if they were the Customer's own.

7.4 Backup Responsibility

While VoxFluo maintains reasonable backup procedures, the Customer acknowledges that the Service is not designed as a primary data archival or backup system. The Customer is responsible for maintaining its own independent backups of critical data.

8. Audio Recording Consent and Compliance

8.1 Recording Functionality

The VoxFluo Mobile Application enables End Users to record audio voice notes for AI-driven intent mapping. VoxFluo provides the technical capability for audio recording but does not control how, when, where, or in what context recordings are made.

8.2 Customer's Sole Responsibility

The Customer and its Authorized End Users are solely and exclusively responsible for complying with all applicable local, national, and international laws and regulations regarding the recording of audio, including but not limited to:

• The EU General Data Protection Regulation (GDPR), in particular Articles 6, 7, 9, 13, and 14;
• The Austrian Datenschutzgesetz (DSG);
• The Austrian Telekommunikationsgesetz (TKG);
• National wiretapping, eavesdropping, and surveillance laws of the jurisdiction in which the recording takes place;
• One-party consent, two-party consent, and all-party consent requirements;
• Laws regarding the recording of conversations at trade shows, exhibitions, or public venues;
• Any sector-specific regulations applicable to the Customer's industry.

8.3 Consent Obligation

Before recording any audio that may capture the voice or conversation of another individual (including prospects, bystanders, or colleagues), the End User must obtain all legally required consents. The Customer shall implement appropriate internal policies, training, and compliance measures to ensure this obligation is met.

8.4 Complete Disclaimer

VoxFluo expressly disclaims any and all liability for unlawful recordings made by the Customer or its End Users. The Customer shall indemnify, defend, and hold harmless VoxFluo from any claims, damages, fines, penalties, or costs arising from the Customer's or its End Users' failure to comply with applicable recording laws.

9. Artificial Intelligence and Accuracy Disclaimer

9.1 Third-Party AI Services

VoxFluo utilizes third-party large language models (LLMs), computer vision models, and speech-to-text (STT) APIs, including but not limited to services provided by OpenAI, to perform optical character recognition, audio transcription, intent mapping, product matching, and company enrichment.

9.2 Probabilistic Nature of AI

The Customer expressly acknowledges and agrees that:

• AI processing is inherently probabilistic and non-deterministic;
• Results may vary between identical inputs processed at different times;
• AI-generated outputs may contain errors, inaccuracies, hallucinations, omissions, or misinterpretations;
• VoxFluo does not guarantee any specific level of accuracy, completeness, or reliability of AI-generated outputs;
• Transcription accuracy may be affected by ambient noise, accents, dialects, audio quality, language, and other factors beyond VoxFluo's control;
• OCR accuracy may be affected by image quality, lighting, card design, font styles, languages, and other factors beyond VoxFluo's control;
• Intent mapping and product matching are approximations based on semantic analysis and may not reflect the true intent of the speaker.

9.3 Human Verification Required

The Customer is solely responsible for verifying, reviewing, and validating all AI-generated outputs before:

• Exporting data to external systems (CRM, marketing automation, etc.);
• Taking any business action based on AI-generated data;
• Relying on AI-generated data for any decision-making purpose.

9.4 No Warranty of AI Outputs

VoxFluo makes no representation or warranty, express or implied, regarding the accuracy, completeness, fitness, or reliability of any AI-generated output. AI outputs are provided strictly on an "as is" and "as available" basis.

9.5 AI Model Changes

Third-party AI providers may update, modify, or replace their models at any time. Such changes may affect the quality, consistency, or behavior of AI outputs within the Service. VoxFluo is not liable for any impact resulting from changes to third-party AI models.

10. Offline Mode, Device Security, and Data Synchronization

10.1 Offline Data Storage

The VoxFluo Mobile Application allows Customer Data (including Lead Data, images, and audio recordings) to be stored locally on the End User's device when an Internet connection is unavailable.

10.2 Device Security -- Customer's Responsibility

VoxFluo is not liable for any data breaches, unauthorized access, loss, theft, corruption, or destruction of Customer Data that occurs on or as a result of the compromise, loss, theft, or insecurity of an End User's physical device. This includes but is not limited to:

• Loss or theft of the mobile device;
• Unauthorized physical access to the device;
• Malware, spyware, or other malicious software installed on the device;
• Jailbroken or rooted devices;
• Failure to use device-level encryption, passcodes, or biometric security;
• Failure to install operating system or security updates;
• Use of unsecured Wi-Fi networks.

10.3 Synchronization

Data stored offline will be automatically synchronized with VoxFluo's cloud servers when a connection is restored. VoxFluo does not guarantee the timing, completeness, or order of synchronization. In the event of synchronization conflicts, VoxFluo will attempt to resolve conflicts using a last-write-wins or similar strategy, but does not guarantee that no data loss will occur.

10.4 Local Data Retention

The Customer is responsible for ensuring that locally stored data on End User devices is adequately protected and that devices are securely wiped when decommissioned, lost, or reassigned.

11. Global Data Processing and Storage

11.1 Consent to Global Processing

By accepting these Terms and Conditions, the Customer and each Authorized End User expressly and unambiguously consent to the processing, transfer, storage, and hosting of Customer Data (including personal data) in any country worldwide, including but not limited to countries outside of the European Economic Area (EEA), the European Union (EU), Switzerland, and the United Kingdom.

11.2 Explicit Acknowledgment

The Customer and its End Users explicitly acknowledge and agree that:

• Customer Data, including personal data, may be processed by VoxFluo and its Sub-Processors in data centers, server facilities, and computing infrastructure located anywhere in the world;
• Data may traverse international borders during transmission, processing, and storage;
• VoxFluo utilizes third-party cloud infrastructure providers, AI service providers, and other Sub-Processors whose servers and processing facilities may be located in jurisdictions that do not provide a level of data protection equivalent to that of the EU/EEA;
• VoxFluo will implement appropriate safeguards as required by applicable law (such as Standard Contractual Clauses, adequacy decisions, or other lawful transfer mechanisms) but does not guarantee that the data protection laws of every jurisdiction in which data is processed will provide the same level of protection as the laws of the Customer's home jurisdiction;
• This consent applies regardless of the nationality, residency, or citizenship of the Customer, its End Users, or any data subjects whose personal data is included in the Customer Data;
• This consent specifically includes but is not limited to citizens and residents of EU/EEA member states, Switzerland, the United Kingdom, and any other jurisdiction that restricts international data transfers;
• The Customer has obtained any necessary consents from its End Users and data subjects for such international data transfers.

11.3 Legal Basis for International Transfers

VoxFluo relies on the following legal bases for international data transfers, as applicable:

• The Customer's explicit consent as set forth in this Section 11;
• Standard Contractual Clauses (SCCs) as adopted by the European Commission;
• Adequacy decisions by the European Commission for specific countries;
• Binding Corporate Rules where applicable;
• Necessity for the performance of the contract between VoxFluo and the Customer;
• Any other lawful transfer mechanism recognized under applicable data protection legislation.

11.4 No Guarantee of Data Locality

VoxFluo does not guarantee that Customer Data will be stored or processed exclusively within any particular country, region, or jurisdiction, unless expressly agreed in a separate written addendum.

12. Export Controls and International Compliance

12.1 Export Control Acknowledgment

The Customer acknowledges that the Service, including any software, technology, and technical data provided as part of the Service, may be subject to export control and sanctions laws and regulations, including but not limited to:

• EU Regulation (EC) No 428/2009 (Dual-Use Regulation) and its successor regulations;
• Austrian AuBenwirtschaftsgesetz (Foreign Trade Act);
• United States Export Administration Regulations (EAR);
• United States International Traffic in Arms Regulations (ITAR);
• United Nations Security Council resolutions;
• Any other applicable national or international export control and sanctions regimes.

12.2 Customer Warranties

The Customer represents and warrants that:

• It will not use the Service, directly or indirectly, for any purpose prohibited by applicable export control and sanctions laws;
• It will not export, re-export, transfer, or make available the Service or any Customer Data to any country, entity, or individual subject to trade sanctions or embargoes;
• It is not listed on any denied party list, sanctions list, or restricted entity list maintained by the EU, Austria, the United States, or any other relevant jurisdiction;
• It will not use the Service in connection with the development, production, or use of nuclear, chemical, or biological weapons, or missile technology;
• It will use the Service exclusively for lawful commercial purposes as described in this Agreement.

12.3 Export-Controlled Data

The Customer expressly acknowledges that by using the Service, any Customer Data -- including data that may be subject to export control regulations in the Customer's jurisdiction -- may be processed, transferred, and stored in jurisdictions outside of the Customer's home country. The Customer assumes full responsibility for ensuring that its use of the Service does not violate any applicable export control laws with respect to the data it submits.

13. Service Availability and Uptime

13.1 Reasonable Efforts

VoxFluo will use commercially reasonable efforts to maintain the availability of the Service. However, VoxFluo does not guarantee any specific uptime percentage, availability target, or service level, unless expressly agreed in a separate Service Level Agreement (SLA).

13.2 Planned Maintenance

VoxFluo may perform scheduled maintenance that may temporarily interrupt access to the Service. VoxFluo will endeavor to provide reasonable advance notice of planned maintenance via the Web Portal or email.

13.3 No Liability for Downtime

VoxFluo shall not be liable for any damages, losses, or costs arising from Service interruptions, downtime, outages, or degraded performance, whether caused by:

• Scheduled or unscheduled maintenance;
• Infrastructure failures (servers, databases, networks, DNS, CDN);
• Third-party service provider failures (cloud hosting, AI providers, email delivery, payment processors);
• Distributed denial-of-service (DDoS) attacks or other cyberattacks;
• Internet connectivity issues;
• Force majeure events (see Section 26);
• Any other cause beyond VoxFluo's reasonable control.

14. Beta and Pre-Release Services

14.1 Beta Designation

VoxFluo may designate certain features, modules, or the entire Service as "Beta," "Preview," "Early Access," "Free Event Starter," or similar designations ("Beta Services").

14.2 As-Is Basis

Beta Services are provided strictly "AS IS" and "AS AVAILABLE" without any warranties of any kind, whether express, implied, or statutory. VoxFluo makes no commitments regarding the availability, reliability, functionality, or performance of Beta Services.

14.3 No Liability for Beta

VoxFluo bears absolutely no liability for any data loss, data corruption, app crashes, synchronization failures, security incidents, or any other issues arising from or related to the use of Beta Services. The Customer uses Beta Services entirely at its own risk.

14.4 Feedback

Any feedback, suggestions, or ideas provided by the Customer regarding Beta Services may be used by VoxFluo without restriction or obligation.

15. Intellectual Property

15.1 VoxFluo Ownership

VoxFluo and its licensors retain all right, title, and interest in and to the Service, including all software, algorithms, models, interfaces, documentation, trade names, trademarks, service marks, logos, and all Intellectual Property Rights therein. Nothing in this Agreement transfers any ownership rights to the Customer.

15.2 Customer Data Ownership

The Customer retains all right, title, and interest in and to its Customer Data. The Customer grants VoxFluo a limited, non-exclusive, worldwide license to process, store, transmit, and display Customer Data solely as necessary to provide and improve the Service.

15.3 Aggregated and Anonymized Data

VoxFluo may collect, aggregate, and anonymize data derived from the Customer's use of the Service ("Aggregated Data") in a manner that does not identify the Customer, its End Users, or any individual. VoxFluo retains all rights to Aggregated Data and may use it for analytics, benchmarking, product improvement, and marketing purposes.

15.4 No Implied Rights

This Agreement does not grant the Customer any implied license or right under any patent, copyright, trademark, or other Intellectual Property Right of VoxFluo.

16. Confidentiality

16.1 Definition

"Confidential Information" means any non-public information disclosed by either party to the other, whether orally, in writing, or electronically, that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure.

16.2 Obligations

Each party agrees to: (a) protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; and (b) not disclose Confidential Information to any third party except as necessary to perform its obligations under this Agreement, subject to confidentiality obligations at least as protective as this Section.

16.3 Exclusions

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure.

17. Warranty Disclaimer

17.1 As-Is and As-Available

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

17.2 Specific Disclaimers

VOXFLUO EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• Implied warranties of merchantability, fitness for a particular purpose, non-infringement, and quiet enjoyment;
• Warranties of accuracy, completeness, reliability, timeliness, or quality of any AI-generated outputs, transcriptions, translations, OCR results, intent mappings, or enrichment data;
• Warranties of compatibility with the Customer's hardware, software, operating systems, mobile devices, or third-party integrations;
• Warranties of uninterrupted, error-free, or secure operation of the Service;
• Warranties that the Service will meet the Customer's specific requirements, expectations, or business objectives;
• Warranties regarding the availability, performance, or reliability of third-party services, APIs, AI models, or infrastructure used in connection with the Service;
• Warranties that defects will be corrected or that the Service is free of viruses, malware, or other harmful components;
• Warranties regarding data integrity, preservation, or recovery during transmission, processing, storage, or synchronization.

17.3 Customer's Risk

The Customer's use of the Service is entirely at its own risk. The Customer assumes full responsibility for all results obtained from the use of the Service and for conclusions drawn from such use.

18. Limitation of Liability

18.1 Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY THE LAWS OF THE REPUBLIC OF AUSTRIA, VOXFLUO'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, SHALL NOT EXCEED THE LESSER OF:

(A) THE TOTAL AMOUNTS ACTUALLY PAID BY THE CUSTOMER TO VOXFLUO IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR

(B) ONE THOUSAND EUROS (EUR 1,000).

FOR FREE TIER USERS OR BETA PARTICIPANTS, VOXFLUO'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED FIFTY EUROS (EUR 50).

18.2 Exclusion of Consequential Damages

IN NO EVENT SHALL VOXFLUO BE LIABLE FOR ANY OF THE FOLLOWING, REGARDLESS OF WHETHER VOXFLUO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES:

• Indirect, incidental, special, consequential, exemplary, or punitive damages;
• Loss of profits, revenue, business, goodwill, or anticipated savings;
• Loss of data, including Lead Data, Customer Data, or any data processed by the Service;
• Loss or corruption of business cards, audio recordings, or other captured materials;
• Cost of procurement of substitute goods or services;
• Business interruption or loss of business opportunities;
• Damages arising from reliance on AI-generated outputs;
• Damages arising from the actions, errors, or omissions of third-party Sub-Processors;
• Damages arising from unauthorized access to or alteration of Customer Data;
• Damages arising from any security breach, data breach, or cyberattack;
• Damages arising from the Customer's failure to maintain adequate backups;
• Any damages resulting from force majeure events.

18.3 Essential Purpose

The limitations and exclusions in this Section 18 apply even if a remedy fails of its essential purpose and shall survive termination of this Agreement.

18.4 Austrian Mandatory Law

Nothing in this Section 18 shall limit or exclude liability for: (a) death or personal injury caused by gross negligence or willful misconduct; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be limited or excluded under mandatory provisions of Austrian law (including ss 879 ABGB).

19. Indemnification

19.1 Customer Indemnification

The Customer shall indemnify, defend, and hold harmless VoxFluo, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, demands, lawsuits, proceedings, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• The Customer's or its End Users' use of the Service;
• The Customer's or its End Users' violation of these Terms;
• The Customer's or its End Users' violation of any applicable law, regulation, or third-party right;
• Customer Data, including any claim that Customer Data infringes or misappropriates any third-party Intellectual Property Right or violates any data protection law;
• Unlawful audio recordings made by the Customer or its End Users;
• The Customer's failure to obtain required consents from data subjects;
• The Customer's failure to comply with applicable export control, sanctions, or trade compliance laws;
• Any fines, penalties, or regulatory actions imposed on VoxFluo as a result of the Customer's actions or omissions.

20. Data Protection and Privacy

20.1 Privacy Policy

The processing of personal data in connection with the Service is governed by VoxFluo's Privacy Policy, which is incorporated into this Agreement by reference. The Customer acknowledges that it has read and understood the Privacy Policy.

20.2 Data Processing Agreement

Where VoxFluo processes personal data on behalf of the Customer as a Data Processor, the parties shall enter into a Data Processing Agreement (DPA) as required by Article 28 of the GDPR. The DPA forms an integral part of this Agreement.

20.3 Customer as Data Controller

The Customer acts as the Data Controller for all Lead Data and is solely responsible for: (a) establishing a lawful basis for processing (e.g., consent, legitimate interest); (b) providing required notices to data subjects; and (c) responding to data subject requests.

21. Third-Party Services and Sub-Processors

21.1 Sub-Processors

VoxFluo engages third-party Sub-Processors to provide certain aspects of the Service. A current list of Sub-Processors is maintained in the Privacy Policy or a separate Sub-Processor list. Key Sub-Processors include:

21.2 Third-Party Terms

The Customer acknowledges that the use of the Service may be subject to the terms and conditions, privacy policies, and acceptable use policies of third-party providers. VoxFluo is not liable for the acts, omissions, or failures of third-party providers.

21.3 No Endorsement

VoxFluo's integration with or use of third-party services does not constitute an endorsement of, or warranty regarding, such services.

22. Term, Suspension, and Termination

22.1 Term

This Agreement commences on the Effective Date and continues until terminated by either party in accordance with this Section.

22.2 Termination for Convenience

Either party may terminate this Agreement by providing thirty (30) calendar days' written notice to the other party.

22.3 Termination for Cause

Either party may terminate this Agreement immediately upon written notice if the other party:

• Commits a material breach that remains uncured for fifteen (15) calendar days after written notice;
• Becomes insolvent, files for bankruptcy, or undergoes liquidation proceedings;
• Ceases to operate in the ordinary course of business.

22.4 Suspension

VoxFluo may immediately suspend the Customer's access to the Service, without prior notice, if:

• The Customer breaches any provision of this Agreement;
• VoxFluo reasonably believes the Customer's use poses a security risk;
• The Customer's account is in arrears;
• Required by law, regulation, or government order;
• Necessary to protect the rights, safety, or property of VoxFluo, other customers, or third parties.

23. Effects of Termination

23.1 Cessation of Access

Upon termination, the Customer's right to access and use the Service immediately ceases. All End User accounts will be deactivated.

23.2 Data Export

The Customer may export its Customer Data within thirty (30) calendar days following the effective date of termination, using the Service's export functionality. After this period, VoxFluo has no obligation to retain Customer Data.

23.3 Data Deletion

Following the thirty (30) day export window, VoxFluo will permanently delete all Customer Data within a reasonable timeframe, subject to: (a) legal retention obligations; and (b) the retention of Aggregated Data as described in Section 15.3.

23.4 Outstanding Payments

Termination does not relieve the Customer of its obligation to pay any outstanding fees, including Overdraft balances and invoiced amounts.

23.5 Survival

Sections 1, 5 (payment obligations), 6.2, 8.4, 9, 15, 16, 17, 18, 19, 20, 25, 27, and 28 shall survive termination.

24. Modifications to Terms

24.1 Right to Modify

VoxFluo reserves the right to modify these Terms at any time. Material changes will be communicated to the Customer via email or in-app notification at least thirty (30) calendar days prior to taking effect.

24.2 Acceptance of Modifications

Continued use of the Service after the effective date of modified Terms constitutes acceptance of the modifications. If the Customer does not agree with any modification, its sole remedy is to terminate this Agreement in accordance with Section 22.

25. Governing Law and Dispute Resolution

25.1 Governing Law

This Agreement shall be governed by and construed in accordance with the substantive laws of the Republic of Austria, excluding:

• The United Nations Convention on Contracts for the International Sale of Goods (CISG);
• The conflict of law rules of Austrian private international law (IPRG);
• Any other choice-of-law rules that would result in the application of the laws of another jurisdiction.

25.2 Exclusive Jurisdiction

All disputes arising out of or in connection with this Agreement, including disputes regarding the existence, validity, or termination thereof, shall be subject to the exclusive jurisdiction of the competent courts in Vienna, Austria (Handelsgericht Wien for commercial disputes, Landesgericht fur Zivilrechtssachen Wien for civil disputes).

25.3 Pre-Litigation Resolution

Before initiating legal proceedings, the parties shall attempt in good faith to resolve the dispute through direct negotiation for a period of thirty (30) calendar days from written notice of the dispute.

25.4 Injunctive Relief

Notwithstanding the foregoing, either party may seek interim or injunctive relief from any court of competent jurisdiction to protect its Intellectual Property Rights or Confidential Information.

26. Force Majeure

Neither party shall be liable for any failure or delay in performance of its obligations under this Agreement (other than payment obligations) to the extent such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to: natural disasters, epidemics, pandemics, acts of war, terrorism, riots, government actions, embargoes, sanctions, power outages, Internet outages, telecommunications failures, cyberattacks, or failures of third-party service providers. The affected party shall notify the other party promptly and use reasonable efforts to mitigate the impact.

27. Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, such provision shall be severed from this Agreement. The remaining provisions shall continue in full force and effect.

28. Entire Agreement

This Agreement, together with the Privacy Policy, EULA, any applicable DPA, and any Order Forms, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

29. Assignment

The Customer may not assign or transfer this Agreement or any rights or obligations hereunder without VoxFluo's prior written consent. VoxFluo may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

30. Waiver

The failure of either party to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the waiving party.

31. Notices

All notices under this Agreement shall be in writing and sent to:

• To VoxFluo: [legal@voxfluo.com] or the registered business address.
• To the Customer: The email address associated with the Customer's account.

Notices sent by email are deemed received on the next Business Day.

32. Contact Information

For questions or concerns regarding these Terms and Conditions:

• Email: legal@voxfluo.com
• Company: [VoxFluo Legal Entity Name]
• Address: [Registered Office Address, Vienna, Austria]
• Commercial Register: [FN XXXXXX, Handelsgericht Wien]

These Terms and Conditions were last updated on April 17, 2026. Document Version: 1.0