Synfia Labs FlexCo (hereinafter "Synfia") provides the customer with the service "Synfia" (accessible, among others, via synfia.ai) as Software-as-a-Service (SaaS). Synfia is an AI-supported voice survey and analysis service that enables companies to conduct voice interactions (interviews, surveys) digitally, transcribe content, evaluate it automatically (e.g. topic and sentiment analysis) and produce reports. Core functions include in particular:
Synfia operates the server-side infrastructure required for Synfia, including storage, processing and backup. The customer is responsible for the client-side infrastructure (e.g. end devices, browsers, internet connection) and its compatibility.
The precise scope of the services provided by Synfia results primarily from the individual offer and, in addition, from these terms as well as any product-specific service descriptions or price lists. Information from general sources (e.g. marketing materials, website) is only binding if expressly made part of the offer.
Synfia undertakes to perform the services professionally and in accordance with the state of the art at the time the offer is made. Within the agreed scope, Synfia has design freedom for the technical implementation where several professional alternatives exist.
Synfia is entitled to replace promised services with equivalent alternative services, provided the contractual purpose is not impaired. Partial services may be provided and invoiced separately.
Synfia may use third-party components, interfaces, data or software products (including ElevenLabs, Whisper or similar for speech synthesis, and Google Gemini, OpenAI, Anthropic or similar for analysis functions) to provide its services. For such third-party services, Synfia is only liable within the scope of culpa in eligendo (careful selection, instruction, coordination). No further liability is assumed for the performance of the third-party provider itself.
If the customer integrates its own or third-party components, data or services into Synfia, Synfia acts in respect of such integrations solely as a host provider. Synfia assumes no responsibility for their content, functionality or legal compliance.
Every business relationship is based on Synfia's written offer, these terms in their currently valid version, and where applicable specific service descriptions and price lists. Unless purely project-specific, these documents also apply to all future contracts, even without an express renewed reference.
When using electronic communication tools or ordering systems, declarations submitted on business days (Mon–Fri, excluding Austrian public holidays) between 8:00 and 16:00 CET are deemed received the same day. Declarations submitted outside these hours are deemed received the next business day at 8:00 CET. The information obligations under § 9 para. 1 nos. 1–4 ECG are excluded.
Synfia will notify the customer in writing of any changes to these terms, service descriptions or price lists. If the customer does not object within two weeks of notification, the changes are deemed agreed and also apply to ongoing contracts.
Any side agreements, whether made before or during the contract term, require written form to be valid. This also applies to any deviation from this written-form requirement.
Customer specifications regarding service content only become part of the contract if Synfia explicitly integrates them into the offer or otherwise accepts them in writing. General terms and conditions or contractual clauses of the customer, even if known to Synfia, only become effective if Synfia accepts them with an express additional note (e.g. "customer's GTC accepted"). Otherwise, Synfia expressly objects to the inclusion of such elements. Mere acceptance of the customer's service specifications does not constitute acceptance of its legal texts.
In case of conflict, the following order of precedence applies:
Individual offer > specific service descriptions > general product information / price lists > these SaaS terms.
More specific provisions take precedence over more general ones. Contractual elements of Synfia always take precedence over those of the customer.
Should individual provisions of these terms be or become invalid or unenforceable, the validity of the remaining provisions remains unaffected. The invalid provision shall be replaced by a valid one which comes closest to the economic purpose of the original provision.
All rights to the services provided by Synfia, including Synfia itself and any individually created additional functions or configurations, remain with Synfia or its licensors (including third-party providers such as ElevenLabs, OpenAI, Anthropic or Google).
After full payment of the agreed remuneration, the customer receives a non-exclusive, non-transferable and non-sublicensable right to use the agreed services for its own operational purposes during the contract term. This right of use is limited to the scope agreed with Synfia as well as to the requirements of the licensors of the third-party components used. If no specific scope has been defined, the right to modify is limited to the legally mandatory minimum.
For additional functions or modules developed individually for the customer in the context of Synfia, a non-exclusive right of use for the customer's own operational purposes during the contract term likewise applies.
The customer acknowledges that Synfia's services may be based on third-party works with their own licence terms (e.g. ElevenLabs API, Google Gemini API, open-source components etc.) and undertakes to comply with those terms. To the extent a service is based on an open-source licence that requires the publication of derivative works as open source, Synfia is entitled to disclose works created for the customer accordingly.
The customer has only the right to use the service as an end product. There is no claim to the release of source code, AI models, prompt logic, development materials, working aids or interim results, unless expressly agreed otherwise. Synfia is not obliged to retain these materials beyond the provision of the service.
Synfia is entitled to verify compliance with the usage terms by technical means. For this purpose, necessary data (e.g. device data, user IDs, session logs) may be transmitted to a Synfia control system. Synfia undertakes to use these data exclusively for licence and usage monitoring and to delete them immediately thereafter, at the latest within one week.
Synfia is entitled to reference Synfia and any further authors on all services created for the customer. In addition, Synfia may – subject to written revocation possible at any time by the customer – use the customer's name, logo, project descriptions and images as a reference in its own communications and advertising materials without the customer being entitled to any remuneration.
The customer is obliged to provide Synfia with all information and materials necessary for the provision of services on its own initiative, in a timely manner and in a processable form. This includes, among other things:
If information is only identified as necessary during service provision, it must be supplied without delay.
The customer is responsible for the suitability, accuracy, completeness and lawfulness of the information, data and content it provides. The customer must ensure that the content does not infringe third-party rights and that all necessary consents are in place, in particular for the processing of personal data. The customer is also obliged to comply with the system requirements for using Synfia (including up-to-date browsers, a stable internet connection and compatible end devices).
If incomplete, delayed or omitted cooperation by the customer results in damage or additional effort (including on Synfia's side), the customer is liable. In such cases Synfia is entitled to:
in which case agreed deadlines and dates may be postponed appropriately.
If Synfia is held liable by third parties for legal infringements in connection with content provided by the customer or through the customer's use of Synfia, the customer shall indemnify Synfia on first demand and support Synfia as best as possible in defending such claims. In case of substantiated indications of an infringement of third-party rights, Synfia is entitled to provisionally block or delete the processing of the content concerned.
The customer is obliged to independently review the services provided by Synfia to determine whether they meet the specific legal requirements of the intended use (e.g. administrative, criminal, competition, trademark, copyright, personality or data protection requirements). Synfia only reviews services as to whether they are unlawful per se (e.g. unlicensed use of third-party works), but not as to legal compliance in the customer's specific use context.
The customer is prohibited from using Synfia or the infrastructure provided by Synfia for unlawful, unauthorised or abusive purposes. Prohibited in particular is:
Use of Synfia – including all content, prompts or analyses configured by the customer – is permitted exclusively for purposes carried out in the course of proper business activities and in compliance with applicable legal provisions.
The customer bears sole responsibility for all content and data processed, generated or published through the use of Synfia. In particular, the customer must ensure that:
Insofar as Synfia is used to process special categories of personal data pursuant to Art. 9 GDPR (e.g. health data, political opinions), the customer is obliged to ensure that a suitable legal basis exists and that appropriate technical and organisational protective measures are in place. Synfia accepts no responsibility for the legal permissibility of processing such data.
The customer is obliged to take appropriate measures to secure its access to Synfia, in particular:
For customers using Synfia under a partnership, reseller agreement or special cooperation model, the specifically agreed partner terms apply in addition.
These terms define the standard service level for Synfia. Service or maintenance services going beyond this (e.g. trainings, individual consulting) are only owed if expressly agreed and remunerated. Synfia does not provide support for third-party applications or third-party products integrated by the customer outside the standard APIs provided by Synfia.
Error classes:
Reporting:
Errors must be reported to Synfia without delay by email to support@synfia.ai. The report must contain a detailed description (including the end device used, operating system, browser, time, affected functions, surrounding conditions and economic impact) as well as screenshots or videos where applicable.
Response and resolution times:
Within service hours, processing typically begins as follows:
Resolution is carried out with appropriate resources and without undue delay.
Synfia operates a monitoring system to oversee the core systems and takes appropriate technical and organisational security measures. On request, Synfia provides information about material security measures.
All prices are quoted ex registered office of Synfia Labs FlexCo, Neubaugasse 36, 1070 Vienna, Austria; for contracts with business customers in Euro plus statutory VAT at the applicable rate.
Services not expressly included in the agreed package (e.g. additional usage minutes beyond the quota, individual extensions, trainings) are remunerated separately based on the price list in force at the time.
Invoices are due immediately without deduction and payable within 7 calendar days of receipt. For online conclusions or in the web shop, the invoice amount is due upon conclusion of the contract. Synfia reserves the right to provide services only after full payment.
Payment is made by bank transfer to the account stated on the invoice or by an online payment method offered by Synfia. Other payment methods may be accepted by prior agreement.
If Synfia provides the customer with physical goods in connection with the services, they remain Synfia's property until paid in full. In case of payment default, Synfia is entitled to demand the return of the goods or to retain them. Resale before full payment leads to the assignment of the customer's claim against the purchaser to Synfia as security.
The customer is not entitled to set off its own claims against claims of Synfia or to withhold payments, unless the customer's claims are undisputed or have been finally established by a court.
In case of payment default, statutory default interest (§ 456 UGB) of at least 9 % p.a. applies. The customer bears all costs of debt collection (in particular collection agency and legal fees). After a reminder with a seven-day grace period, Synfia is entitled to declare all outstanding claims immediately due and to suspend services until full settlement. After a further unsuccessful reminder to management with another seven-day deadline, Synfia is entitled to withdraw from the contract and to claim lost profits. Synfia may also file suit immediately.
If instalment payment is agreed, acceleration occurs if the customer fails to pay even a single instalment on time.
For contracts of indefinite duration or contracts with automatic renewal, Synfia is entitled to adjust prices annually in a reasonable amount based on the Consumer Price Index (CPI). In addition, a price adjustment may take place if the costs of service provision (e.g. third-party APIs, hosting costs) increase by more than 3 % through no fault of Synfia. Synfia will provide the customer with corresponding evidence on request.
If the customer withdraws from the contract without an important reason attributable to Synfia (wilful or grossly negligent conduct), Synfia's fee claim remains in place, less any saved expenses. The same applies if Synfia withdraws from the contract for an important reason attributable to the customer.
The term results from the respective chosen subscription or the individual contract.
Contracts of indefinite duration may be terminated with one month's notice to the end of the month, unless otherwise agreed.
Upon end of the contract or expiry of the agreed term, Synfia will immediately terminate the customer's access to Synfia and all related services. Unused minute quotas expire without compensation.
Synfia may terminate the contract and access to Synfia for cause at any time with immediate effect. Important reasons include in particular:
Unforeseeable or unavoidable events (e.g. force majeure, official orders, strikes, unforeseeable failures of suppliers or technical infrastructure) extend deadlines and postpone dates by the duration of the impediment plus a reasonable restart period. Synfia will inform the customer thereof without delay in text form.
These provisions constitute a data processing agreement within the meaning of Art. 28 GDPR. In processing the data collected within the context of Synfia, Synfia generally acts as a processor on behalf of the customer.
Processing is carried out exclusively to provide the contractually agreed services as described in the offer, these terms and supplementary agreements. For this purpose, the customer provides Synfia with personal data (e.g. electronically, orally or by upload). Processing may include in particular the following operations:
The following may be processed in particular:
Data subjects are typically employees or customers of the customer or other conversation participants.
The customer acknowledges that Synfia has no influence over the specific categories of data transmitted (including special categories of personal data pursuant to Art. 9 GDPR) and undertakes to inform Synfia in writing without delay about material changes or restrictions to the permitted processing.
Synfia undertakes,
Depending on the service, sub-processors are used (an up-to-date list is provided in Annex 1 or on request). Data transfers to third countries may take place. Synfia ensures that a GDPR-compliant basis exists, e.g. through EU Standard Contractual Clauses or other suitable safeguards pursuant to Art. 46 GDPR. The customer assesses permissibility for its individual use.
The customer or auditors appointed by it may conduct audits or inspections to verify compliance with this DPA upon reasonable prior notice. Audits at sub-processors must be coordinated directly with them. Synfia will provide the necessary information.
This DPA applies for the duration of the contractual relationship. Upon termination of the contract or at the customer's request, all personal data will, at the customer's choice, either be deleted or returned, insofar as no statutory retention obligations apply. If no instruction is given within 4 weeks of contract end, Synfia is entitled to delete the data after a further 6 months. Synfia ensures that sub-processors also carry out deletion or return.
Synfia processes personal data of the customer and its contact persons (e.g. usage data, master data, communication content)
Retention period: At least 7 years (tax retention obligations), at most 10 years for documentation and evidence.
Disclosure: To service providers (e.g. tax advisors, lawyers, banks) where necessary.
Worldwide processing: Primarily in the EU; third-country transfers only in accordance with the requirements of the GDPR.
Data subjects' rights: You have a right to information, rectification, erasure, restriction, data portability and to lodge a complaint with the data protection authority. A right to object to processing based on legitimate interests exists (for direct marketing, data will then no longer be processed for that purpose).
Upon request for (interim) acceptance, after handover or after live operation begins, the customer must approve the services in writing or specifically and traceably notify any defects within 8 days. If timely notification is omitted, the services are deemed approved. Hidden defects must be notified in writing within 8 days of their becoming detectable. In case of failure to notify or late notification, warranty, guarantee, damages and recourse claims are excluded.
If a manufacturer's guarantee exists for individual components, it must be asserted directly against the manufacturer. Where Synfia itself assumes a guarantee, the guarantee period starts upon handover and ends at the latest 12 months thereafter. Unless otherwise agreed, Synfia is only liable for the properties usually expected of the service.
For services under this SaaS contract, there is a right to remedy defects in accordance with the defined service level (see clause 6). For other services or work provided after contract end, the warranty is limited to 6 months from handover. Synfia has the choice between improvement and replacement; for non-material defects, only a price reduction claim exists. Remedying defects does not extend the warranty period. The update obligation pursuant to § 7 VGG is excluded.
The right to contest the contract on grounds of mistake or reduction by more than half (§ 934 ABGB) is excluded.
Damages and recourse claims are excluded unless they are based on intent or gross negligence on the part of Synfia. Excluded from this are personal injury or mandatory statutory liability. Claims become time-barred 6 months after becoming aware of the damage and the party causing it, but in any case 3 years after the damage-causing act.
This contract has no protective effect in favour of third parties.
A reversal of the burden of proof to Synfia's detriment is excluded. The customer must prove the existence of a defect at the time of handover, the time of detection, the timeliness of the notification, and the type and extent of any fault.
In case of non-contractual performance, the customer may only assert claims or terminate the contract for cause after setting an appropriate grace period in writing (at least 14 days). Withdrawal must be made in registered written form.
The contracting parties undertake to safeguard each other's reputation and, in particular, not to make derogatory statements to third parties. This obligation continues beyond the end of the contract.
All information about technical, business or organisational matters that is not generally known is deemed a trade secret. This includes in particular business strategies, source code, system architectures and security concepts. The customer undertakes to treat trade secrets in strict confidence and not to exploit them or make them available to third parties without express consent.
The customer undertakes, during the contract term and for 3 years thereafter, not to solicit or hire employees or key contractual partners of Synfia. In case of breach, a contractual penalty in the amount of the last gross annual salary of the employee concerned becomes due.
The place of performance is the registered office of Synfia Labs FlexCo in Vienna, Austria.
Austrian law applies exclusively, to the exclusion of conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods.
The exclusive jurisdiction of the court competent in subject matter in Vienna is agreed for all disputes arising out of or in connection with this contract. However, Synfia is also entitled to sue at the customer's general place of jurisdiction.
These Terms and Conditions are provided in German and English for convenience. In the event of any discrepancy or dispute regarding interpretation, the German version shall prevail.
Contact:
Synfia Labs FlexCo
Neubaugasse 36, 1070 Vienna, Austria
Email: support@synfia.ai