Terms of Use
Symphony Cloud

1.1

Commend International GmbH, having its registered office at Saalachstrasse 51, 5020 Salzburg, Austria ("COMMEND", "we", "us", "our") operates a cloud-based communication solution focusing on applications for security, safety and productivity ("Symphony" or "Platform"). The Platform covers both a web interface as well as mobile applications.

1.2

The Platform is distributed by COMMEND's affiliates, meaning all entities directly or indirectly controlled by COMMEND or its holding company as well as all entities in which COMMEND has and/or will have an interest, irrespective of whether or not this is a direct or indirect, majority or minority, interest ("Distribution Partners").

1.3

These Symphony Terms of Use ("Terms") govern the relationship between COMMEND and the user of the Platform ("User") upon the User's registration of an Account. These Terms apply for any User with regard to his Subscription non-regarding his agreement with a Distribution Partner.

1.4

These Terms shall apply to the exclusion of all other conditions. Thus, potentially conflicting terms and conditions of the User do not apply.

1.5

Since COMMEND is in a constant technological development, we may amend these Terms from time to time to add additional functions or adjust clauses due to technological changes. In this case we will provide the Users with an updated version under https://www.commend.com/rd/cloud-terms-of-use-en. Further, we will provide registered Users with an advance notice of the changes via E-Mail at least 14 days prior to the effective date of the updated Terms. If the registered User does end its subscription within the 14 days period, the User is deemed to consent to the updated Terms.

Any other amendment of the Terms will be deemed accepted, if COMMEND provides registered Users with an advance notice of the changes via E-Mail at least 14 days prior to the effective date of the updated Terms and the User does not contradict the amendment within the 14 days period. In case the registered User contradicts the amendments, the agreed version of the Terms remains in force.

2.1

The exact content and scope of the Platform's current functions and services is described under https://www.commend.com/rd/cloud-scope-of-service-en.

2.2

The services include the respective Distribution Partner's standard customer support services as agreed directly between the User and the Distribution Partner. The User may purchase enhanced support services through a separate agreement with COMMEND or the respective Distribution Partner.

2.3

COMMEND reserves the right to amend the functions of the Platform, update and upgrade it at any time, while the core functionalities of the Platform are retained. Further, COMMEND may add new functions to the Platform. COMMEND may in its own discretion use third-party software and products or build its Platform and functionalities based on third-party software and products, which must be licensed by User.

2.4

If the scope of services also includes third-party software and products which must be licensed by User, COMMEND shall identify these accordingly in the offer, unless the User is aware of this anyway. By placing an order, the User authorizes COMMEND to commission these third-party software and products on behalf of and on account of User. In this case, a direct contractual relationship is established between the third party and the User. Any claims arising from this relationship shall be settled directly and exclusively between these parties.

2.5

COMMEND may from time to time and in its sole discretion engage third parties to perform services.

3.1

To be able to actively use the Platform, Users have to validly register for an account ("Account") by filling out the registration form on our website while providing their e-mail address and choosing a password. Users may only provide accurate and complete information and keep their Account information updated without delay. Users may amend their Account information at any time via the Platform.

3.2

Users are at their sole discretion responsible for keeping their Account login information (e-mail address and password) confidential. Users shall indemnify COMMEND from and against all damages and costs arising from negligent failure to keep the Account login information confidential. Users shall notify COMMEND immediately if they become aware of any unauthorized use of their Account login information or any other breach of security on the Platform.

3.3

COMMEND reserves the right to restrict the User's access to the Platform in justified cases and temporarily or indefinitely block the Account, especially if:

1. The User breaches these Terms or applicable laws; or
2. The User's actions may cause any loss or liability to other Users or to us.

3.4

Users may delete their Account at any time within the Platform. This deletion of the Account does not affect already existing claims by COMMEND or its Distribution Partners against the User in connection with the Subscription and the activity on the Platform.

4.1

It is important that the Platform is used safely and in accordance with applicable laws. Thus, Users are especially prohibited to use the Platform to ("Use Restrictions"):

1. copy, modify or create derivative works or improvements of the Platform;
2. rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available any part of the Platform to any non-authorised third person;
3. decompile, disassemble, reverse engineer, decode, copy, transfer, gain access to the source code of the Platform or otherwise use the Platform or any content except as permitted by copyright law;
4. violate legal rights (including the rights of privacy and data protection) of others;
5. transmit any material that promotes, provides, or relates to illegal activities or promotes physical harm or injury against any individual or group;
6. transmit any material that may infringe the intellectual property rights or other rights of third parties;
7. use the Platform in a manner that
   1. is likely to interrupt, suspend, slow down or hinder the continuity of the Platform,
   2. constitutes an intrusion or attempt to break into the Platform or our IT infrastructure,
   3. will divert of the Platform' system resources,
   4. may place a disproportionate load on the infrastructure of the Platform, or
   5. constitutes an attack on security and authentication measures of the Platform or our IT infrastructure;
8. intrude into a third party's computer system via the Platform or engage in any activity that may damage, control, interfere with or intercept all or part of a third party's computer system or violate its integrity or security;
9. distribute any part of the Platform in any form without prior written authorisation of us;
10. illegally processing data of data subjects, introducing biased data, algorithms or patterns or otherwise harming data subjects, particularly be the use of AI;
11. otherwise use the Platform for purposes other than those for which it is designed.

4.2

The User shall fully indemnify and hold COMMEND harmless from and against any claims, damages, liabilities, costs, losses and expenses arising out of

1. User's negligent breach of these Terms,
2. User's negligent violation of any third party right and/or
3. any of User's action negligently causing damage to COMMEND or a third party.

4.3

If the User uses the AI-based voice assistant services, the User acknowledges that the function should be trained regularly by COMMEND. The User will thus include within its implementation of AI-based voice assistant services COMMEND's consent declaration for the usage of collected data for own training purposes and provide end-users with the privacy policy of COMMEND. The wording will be upfront provided by COMMEND.

5. SUBSCRIPTION

COMMEND's Distribution Partners offer different subscription models in order to use the Platform ("Subscription"). Thus, the agreement on Subscription shall be concluded separately with the respective Distribution Partner.

6.1

COMMEND grants the User the non-exclusive, non-transferable and non-sublicensable right to use the Platform for the term of the Subscription and to the extent necessary to exploit the Platform's functions. Besides, all elements of the Platform, such as texts, pictures, illustrations, as well as design and structure of the Platform, the underlying software and database remain COMMEND's or its partner's sole intellectual property and are subject to copyright protection. Unless COMMEND expressly agrees in writing, these elements may not be copied, send, made available, presented, performed, modified, translated or utilised by the User.

6.2

COMMEND is entitled to inspect, analyse and audit the User's use of the Platform in order to verify the User's compliance with these Terms. The User will therefore provide COMMEND with all required information and respective access to its systems and books so that COMMEND is reasonably able to assess the User's compliance. 

6.3

The User hereby grants COMMEND the non-exclusive, transferable, sublicensable, royalty-free, worldwide and perpetual right to use, host, store and reproduce all data, information and content that is provided through the User's Account (especially pictures, videos and audio files). This right to use is limited to the purpose of operating and improving the Platform and its services/functionalities.

6.4

The Users represent and warrant that they have all rights, power and authority necessary to grant COMMEND the rights set out above.

7.1

COMMEND provides its services and the Platform with due care.

7.2

COMMEND warrants that the Platform is available and accessible for the User 99% each calendar month. However, the following circumstances shall not be taken into account for the calculation of the Platform's availability:

1. maintenance and service windows announced on our website at least five calendar days in advance;
2. any system, software, network or hardware failure occurring outside COMMEND's sphere of influence or control or resulting from Force Majeure;
3. failures or errors caused by the User or third parties attributable to the User, in particular due to improper operation, failure to comply with technical specifications and conditions of use or the use of incompatible devices.

7.3

The data processed via the Platform (especially pictures, videos and audio files) is mainly provided by Users or third parties using the system. Due to the great extent of content, information, material and data, COMMEND does not have influence on the legitimacy of these contents, does not adopt it as its own and provides the contents without any warranties of any kind, either express or implied.

8.1

COMMEND shall not be liable for damages caused by slight negligence. This limitation of liability does not apply to damages caused by our gross negligence or intent, injury of life, personal harm or injury of health and claims under the product liability act.

8.2

Further, COMMEND cannot be held responsible or liable for defects or failure to provide the Platform caused by circumstances beyond our reasonable control. Such circumstances include strikes, wars, natural catastrophes, internet breakdowns.

8.3

The User shall be solely responsible and liable for (i) the information, data and other content processed by the User via the Platform, (ii) the User's information technology infrastructure, including computers, software, databases and networks and (iii) all access to and use of the Platform by or through the User's systems.

8.4

The Platform may contain integrated third party services and links that allow access to third-party websites or services ("Third-Party Services") that are not owned or controlled by COMMEND. Such Third-Party Services are governed by their own terms of use. We do not control Third-Party Services and are not responsible for its contents. COMMEND may not be held liable for the technical availability of Third-Party Services, their content, advertising, products and/or services.

9.1

Dealing sensitively with all personal data is of the greatest importance for COMMEND. Thus, COMMEND complies applicable data protection laws and implemented appropriate and state-of-the-art data security measures. Further information about how COMMEND processes personal data can be found in our Privacy Policy under https://www.commend.com/rd/cloud-privacy-policy-en.

9.2

For the avoidance of doubt, COMMEND is to be qualified as data controller of all personal data concerning Users that use Symphony in the course of a purely personal or household activity. In any other cases, COMMEND acts as data processor of the User and concludes a separate data processing agreement with the User.

10.1

The User's Subscription is generally concluded for the period agreed between the respective Distribution Partner and the User.

10.2

For the avoidance of doubt, COMMEND will provide its services under these Terms for the duration of the respective Subscription as agreed between the Distribution Partner and the User subject to User's compliance with these Terms.

10.3

In addition, the User's access to the Platform may be blocked by COMMEND with immediate effect for good cause in case of a violation of these Terms.

11.1

These Terms and any legal dispute arising from the use of the Platform are governed by the laws of the Republic of Austria with the exception of its conflict of laws rules and the UN Sales Convention.

11.2

For disputes concerning these Terms and the use of the Platform, the competent courts of Salzburg, Austria shall have jurisdiction.