TERMS AND CONDITIONS OF THE APP
VASCO AUDIENCE

The Terms and Conditions explain the conditions and rules for the use the Vasco Audience mobile application provided by Vasco Electronics S.A. with its registered office in Cracow, Poland.

The Terms and Conditions is intended solely for business and institutional clients. The service is not dedicated or provided to consumers.

1. DEFINITIONS
   1. App - mobile software provided by Vasco, available to be downloaded and installed on Devices with iOS and Android operating systems, enabling the use of the Vasco Audience Service.
   2. Account - a collection of resources and authorizations enabling the use of the App, created by the Client in the App. Creating an Account is voluntary, but necessary to use the App.
   3. Client - a legal person or organizational unit without legal personality that purchases payable Packages of Hours and concludes an agreement with Vasco for the provision of the Vasco Audience Service.
   4. Speaker - a User who speaks to Participants in the one-to-many or several-to-many mode.
   5. Participant/Participants - a User who joins an event initiated by the Speaker in order to receive the translation of the speech.
   6. Package of Hours - a dedicated package of hours selected by the Client and offered as part of the paid version of the Vasco Audience Service.
   7. Terms and Conditions - a document defining the rules and conditions of using the Vasco Audience Service and App.
   8. Device - a mobile device where the App is installed.
   9. Vasco Audience Service - the App’s main functionality, enabling automatic translation of speech in the format of one-to-many or several-to-many in near real time.
   10. User - a natural person using the Vasco Audience Service as a Speaker or Participant.
   11. Vasco - Vasco Electronics S.A. with its registered office in Cracow, al. 29 Listopada 20, 31-401 Cracow, Poland, provider of the Vasco Audience Service and App.
2. Technical requirements
   1. To use the App the Speaker needs to:
      1. have a Device allowing for the installation of the App (e.g. a smartphone or tablet with the Android or iOS operating system);
      2. install the App on the Device;
      3. create a User Account in the App;
      4. have access to the Internet;
      5. it is also required to have a device with a microphone that will be recording speech for transcripts and translations. This could be the Device where the App is installed or other external device paired with the App.
   2. The User shall be solely responsible for ensuring the appropriate Internet connection and the correct operation of the Device.
   3. The Terms and Conditions specify the technical requirements for the User acting as a Speaker.
   4. The technical requirements for Users are available in terms and conditions at the following address: https://app.vasco-audience.com/regulations/terms-and-conditions.
3. User Account
   1. Creating an Account is voluntary, but necessary to use the App.
   2. You may create an Account in one of the following ways:
      1. by filling in the registration form available in the App (providing an e-mail address and setting a password) and confirming the Account activation by clicking the activation link sent to the e-mail address provided by the User;
      2. by authorizing the Account via User’s existing Google account;
      3. by authorizing the Account via User’s existing Apple account.
   3. By selecting an Account authorization method described in paragraph 2, clause 2 or 3 above, the User acknowledges that their personal data shall be shared with Vasco in order to verify the User’s identity. The data provided will be used only to enable you to log in to the User's Account in the App. If logging in via Google or Apple accounts, additional confirmation of Account registration is not required.
   4. The Account is created and run in the App free of charge.
   5. The User can manage their Account in the App settings, including:
      1. setting and changing the Account name;
      2. changing the Account password;
      3. the “Delete Account” feature;
      4. preview the information about the unused translation hours from the Package of Hours and their expiry date.
   6. You may delete your Account at any time by using the “Delete Account” feature available in the App. In order to confirm the deletion of the Account, You have to provide the password to the Account in the App.
   7. Deleting the Account shall mean the loss and expiry of all unused translation hours in the Package of Hours, for which the Client shall not be entitled to a refund.
   8. You are obliged to secure their Account login details and not to share them with third parties. The responsibility for all actions taken through the Account shall be borne by the Client or User.
   9. The agreement for the electronic provision of services in the scope of running the Account and using the App free of charge shall be made with the User the moment the Account registration procedure has been successfully completed. The Agreement shall be terminated the moment the User deletes the Account or as a result of Vasco’s permanently disabling access to the App.
4. The Vasco Audience Service
   1. The App enables the use of the Vasco Audience Service.
   2. The Vasco Audience Service enables the use of the automatic translation of speech in the format of one-to-many or several-to-many in near real time. Using the Vasco Audience Service involves automatic translation of the Speaker's words into the languages supported by the App and providing it to the Participants.
   3. Using the Vasco Audience Service, the User can act as a Speaker. The Speaker initiates the event through an Account created in the App.
   4. The Speaker's words are automatically transcribed, translated and sent to the Participants in the languages of their choice. The process is carried out with the use of machine translation and is fully automated.
   5. The Speaker cannot run several events on one Account at the same time.
   6. The Speaker can view the list of Participants of the event.
   7. The Application prevents using the Vasco Audience Service as a Participant. The Participants can access the Service through a separate, dedicated app. The Terms and Conditions for using the Vasco Audience Service as a Participant are available at: https://app.vasco-audience.com/regulations/terms-and-conditions.
   8. The Speaker can manage the event settings, including by:
      1. activating and deactivating the feature allowing the Participants to ask questions in the text form;
      2. managing the availability of the event content for the Participants by activating or deactivating the feature allowing the Participants to download or share the event translation;
      3. enabling the Participants to listen to the translation with the use of speech synthesis (Text-to-Speech).
   9. The Speaker can interact with the Participants by providing an oral response to the questions asked in the text form, displayed for the Speaker in the “Questions” tab.
   10. Deleting or clearing the event is equivalent to the deletion of transcripts, translations and the list of Participants.
   11. When the User logs out of the User Account, this does not mean the event has ended.
   12. The Vasco Audience Service is a tool for automated machine translation carried out in near real time. You acknowledge that the automated nature and near real-time operation may cause imperfections, delays, inaccuracies or errors in translation.
5. Service Packages
   1. The Vasco Audience Service is provided against payment.
   2. You may test the Vasco Audience Service before you decide whether to purchase a Package of Hours. To this end Vasco provides the Clients with a free trial package, after setting up an Account in the App.
   3. As part of the trial package the Client receives once free 30 (thirty) minutes in order to test the Vasco Audience Service.
   4. Vasco reserves the right to make changes to the trial packages, of which Clients will be informed in the Terms and Conditions or through other available communication channels.
   5. After the trial package limit has been used, further use of the Vasco Audience Service is only possible after the purchase and activation of a selected Package of Hours.
   6. Each Package of Hours shall be valid for 12 months, counting from the date of Vasco activating the Package of Hours.
   7. Each subsequent purchase of a Package of Hours shall automatically prolong the validity of unused translation hours from the previous Package of Hours by additional 12 months, counting from the activation date of this new Package of Hours.
   8. After the expiry of the 12-month validity period and if another Package of Hours is not purchased, the unused hours will be forfeited. The Client is not entitled to a refund for the unused hours.
6. Purchase of the Packages of Hours
   1. The Clients interested in purchasing Packages of Hours should use the contact form available at the Vasco website.
   2. After filling in the contact form, the Client will receive an e-mail confirmation that Vasco has started working on activation of the selected Package of Hours.
   3. The Package of Hours shall be activated immediately, yet not later than within 7 calendar days from the moment Client was informed that the works on activation of a selected Package of Hours have started. The Client will receive the notification that the Package of Hours has been activated by e-mail.
   4. The Client can start using the Vasco Audience Service as part of the Package of Hours purchased immediately after it has been activated by Vasco.
   5. After submitting the contact form the Client shall receive an invoice with a 14-day payment term.
   6. If the payment is not made within the payment term indicated in paragraph 5 above, Vasco reserves the right to immediately deactivate the Package of Hours and suspend the ability to use the Vasco Audience Service the moment the receivables are accounted for.
   7. The agreement for the provision of paid Vasco Audience Service as part of the Package of Hours shall be concluded between Vasco and the Client the moment Vasco activates the Package of Hours.
   8. Vasco reserves the right to change prices, types, value of Packages of Hours and the rules for activation of Packages of Hours. Moreover, Vasco can introduce separate payment rules, including a subscription model. The Clients and Users will be informed of any changes with appropriate notice in the Terms and Conditions or through other available communication channels.
7. Satisfaction guarantee and Returns procedure
   1. The Client has the right to use a 30-day satisfaction guarantee, counted from the date the Package of Hours has been activated. The right to request a refund on the basis of the Satisfaction Guarantee shall be limited and available to the Client only once, after the first purchase of the Package of Hours.
   2. In order to use the Satisfaction Guarantee and receive a full refund the Client has to meet all of the following criteria:
      1. submit the resignation request within 30 days from the activation of the Package of Hours;
      2. use up to a maximum of 5 hours of translation in the Vasco Audience Service.
   3. Failure to meet any of the conditions described in paragraph 2 clause 1 and 2 above shall result in the loss of the right to use the Satisfaction Guarantee.
   4. Please send the request to resign from the Vasco Audience Service and use the Satisfaction Guarantee to: support@vasco-electronics.com, providing the Account e-mail address and invoice number.
   5. After the request has been successfully submitted and the fulfillment of the conditions has been verified:
      1. Vasco will deactivate the Package of Hours purchased.
      2. Vasco will refund the entire amount paid by the Client for the Package of Hours.
   6. Vasco will process the request for refund as part of the Satisfaction Guarantee without undue delay. The refund will be processed with the same payment method that had been used for the purchase, unless agreed otherwise.
8. Responsibility
   1. Vasco provides only the feature enabling the processing of speech and its translation. Vasco does not monitor, review, edit or take any responsibility for the content of Speakers' words and Participants’ questions.
   2. Vasco is not responsible for the opinions, views or content expressed by the Speaker or the Participants in connection with the use of the Vasco Audience Service.
   3. Both the Speaker and the Participant are obliged to:
      1. refrain from distributing illegal content, including content that violates the rights of third parties (e.g. copyright, personal rights);
      2. refrain from distributing content that is offensive, defamatory, vulgar, inciting hate or discrimination based on race, gender, religion, nationality, sexual orientation, political opinion;
      3. refrain from distributing content that violates good morals, ethics or rules of social life;
      4. refrain from using the Vasco Audience Service for activities prohibited by law, e.g., fraud and phishing attempts.
   4. In case of third parties pursuing claims against Vasco related to the content distributed by the Speaker (including for the infringement of copyright, personal rights or other intellectual property rights), the Client undertakes to release Vasco from liability and cover all costs incurred by Vasco in relation to these claims, including the legal costs and damages awarded.
   5. The Speaker shall retain the copyright to the content of their speech.
   6. The Speaker grants Vasco a non-exclusive, royalty-free, territorially unlimited and time-limited (until the end of the event and deletion of the history) license to use the content of the transcripts and speech translations solely for the purpose of providing a service of automated translation and live transmission for the Participants.
   7. At the same time, the User agrees that Vasco may create translations and developments of this content (derivative works) to the extent covered above, solely for the purpose of providing the Vasco Audience Service.
   8. When using the Vasco Audience App and Service, the User is obliged to comply with all applicable laws and regulations and not to violate the rights and personal property of third parties.
   9. Using the Vasco Audience App or Service in violation of the Terms and Conditions may result in a temporary or permanent removal of access to the Vasco Audience Service and/or App.
   10. Vasco shall not be responsible for:
       1. direct or indirect damages (including loss of profit, data, reputation or other intangible losses) incurred by the User or Client in connection with the use of the Vasco Audience Service;
       2. technical problems resulting from the User or Device not meeting the technical requirements of the Device or the quality of service provision of telecommunications operators (e.g. low quality of the Internet connection, microphone failure, outdated software, errors in operating systems);
       3. translation errors resulting from the technological limitations referred to in section IV (12) of the Terms and Conditions;
       4. force majeure.
   11. The Vasco Audience Service and App are provided to the User “as is”. Vasco excludes all warranties and representations, express or implied, concerning the completeness, accuracy, functionality, fitness for particular purpose, trade value, non-infringement of third party rights, availability or error-free operation of the Services. The User shall bear the sole responsibility and all risks related to the use of the Service and any data or information errors. Vasco does not guarantee efficiency or particular results. The above exclusion apply to the fullest extent permitted by applicable law.
   12. The Client shall use the Vasco Audience Services at their own risk. Vasco, its affiliated companies and employees shall not be responsible for any direct, indirect, incidental, special, secondary or other damages (including loss of data, loss of business activity or loss of profit) resulting from or in any way connected to the Terms and Conditions, use or inability to use the Service. This exclusion shall apply regardless of the basis for the liability (contract, tort, strict liability etc.).
   13. In no event shall the total joint liability of Vasco towards the Client in relation to the use of the Vasco Audience Service exceed the net amount which the Client actually paid to Vasco in the period of twelve (12) months immediately prior to the event constituting the basis for the claim. This limit shall not include the legal costs or court costs. The Client acknowledges that this limitation of liability is a significant element of risk-sharing component, without which Vasco would not have concluded the agreement.
   14. The provisions concerning the limitation and exclusion of liability shall apply to the fullest extent permitted by applicable law. If the law does not allow for the exclusion or limitation of liability for certain damages (e.g. for intentional damage or gross negligence), then Vasco’s responsibility shall be limited to the minimum scope required by this law. In the remaining areas, not covered by an absolute legal prohibition, the provisions of the Terms and Conditions shall remain in force.
   15. The Client shall be fully and exclusively responsible for ensuring that all Users using the Vasco Audience Service as part of the Packages of Hours purchased observe the Terms and Conditions and the applicable law. The Client shall be responsible for all breaches of the Terms and Conditions caused by the Users, as if for their own conduct.
   16. The Client is obliged to refrain from using the Vasco Audience Service for activities prohibited by law, including in particular fraud and phishing attempts.
   17. The Client is obliged to refrain from using the Vasco Audience Service for commercial purposes consisting in further sub-licensing, reselling, distribution of the right to be a Speaker, without Vasco's express written consent. This provision shall not apply to the Client charging the Participants for access to the content or events where the Vasco Audience Service is used as a translation tool.
9. Intellectual property right
   1. Vasco provides the Client and the Users acting for the Client with a license to use the App. The license is non-exclusive and territorially unlimited. It is provided solely for the purpose and in the scope necessary to provide the Vasco Audience Service. The license is time-limited and expires upon termination of the Account Agreement. The license is used solely for the Client and Users related thereto.
   2. The right to use the App includes the following uses:
      1. use of the Application, and in particular displaying and using it on a Device;
      2. launching, storing and using the App on the Device.
   3. Due to security and technology reasons, the User's rights to use previous versions of the App other than the current version shall expire upon receipt or installation of the latest version of the App on the Device.
   4. All rights to use the Application are granted only on a non-exclusive license basis. Neither the User, nor the Client shall receive any interest, title or ownership rights to the App.
   5. It is forbidden to decompile, disassemble, reverse engineer the App or the Service as well as to attempt to modify the source code in any way.
   6. The license terms for third party software or services may require Vasco to provide these license terms to the User. The terms and conditions of these licenses are made available to the User to the extent necessary, including a link to where the User can read them.
   7. Transfer of ownership of the Device with the App installed by the User does not constitute a transfer of rights and obligations under the Terms and Conditions. The User shall permanently remove the App from the Device before transferring ownership of the Device. Vasco does not have the ability to remotely remove the App and thus the data stored locally on the Device.
   8. The Client is forbidden to use the name, logo, trade marks, trade names or other identifiers of Vasco’s products and/or services, for any commercial, promotional, advertising or referential purposes, without Vasco’s prior express consent.
   9. The prohibition referred to in paragraph 8 above does not concern the activities necessary for the proper use of Vasco Audience Service, including the display of Vasco markings in the App interface or URL addresses generated by Vasco in order to provide access to the Vasco Audience Service.
10. Complaints
    1. The User has the right to make a complaint in case of the Vasco Audience Service malfunctioning, including, in particular, problems with audio transmission, translation, joining events or other factors affecting the quality of the service provided.
    2. Complaints cannot be made on the grounds of imperfections, delays or inaccuracies in translation resulting from the automated nature of the Vasco Audience Service and technical problems on the part of the User/Client (e.g. quality of the Internet connection, equipment).
    3. Complaints should be made solely by e-mail to the following address: support@vasco-electronics.com.
    4. A complaint should include as much detailed information as possible, in order to make it easier for Vasco to handle the complaint, including in particular a detailed description of the problem (including the date and approximate time of the event) and the Account e-mail address.
    5. Complaints will be processed within 14 working days from the date of receipt.
    6. The User will be informed about the handling of the complaint in the form in which the complaint was submitted, unless the User indicates another preferred form of contact.
    7. If the complaint is considered legitimate, Vasco will take measures to correct the malfunction as soon as possible.
11. Processing of Personal Data
    1. Vasco is the controller of data processed in order to manage the business relationship with the Client, security of the Account and App and analytical activities. The data are processed according to the rules identified in the Privacy Policy available at: https://app.vasco-audience.com/regulations/privacy-policy-mobile.
    2. With regard to the content (speech, translation, transcripts) Vasco acts as a processing entity, while the Client fulfills the role of the Controller in this case.
    3. The processing is entrusted on the terms and conditions specified in the Personal Data Processing Agreement (DPA) constituting Appendix No 1 to the Terms and Conditions. Acceptance of the Terms and Conditions is equivalent to the conclusion of the Personal Data Processing Agreement (DPA).
12. Final provisions
    1. Vasco reserves the right to introduce changes to the Terms and Conditions for valid purposes, such as changes to the applicable law, changes to the functionalities of the Vasco Audience Service, technological, organizational or economic changes, including the change of the business model.
    2. The Clients will be notified of all changes with an appropriate notice - at least 14 (fourteen) calendar days - through a notification in the App and/or an e-mail sent to the Account e-mail address.
    3. The Client who does not accept the changes has the right to terminate the Account agreement according to the rules identified in paragraph 6 below. Further use of the Vasco Audience App and Service after the changes to the Terms and Conditions have come into force shall mean their complete acceptance.
    4. Subject to paragraph 2, changes to the Terms and Conditions (other than changes to prices which are regulated separately) shall be binding on Clients with an active Package of Hours on the date they become effective.
    5. No changes to the prices concerning Packages of Hours shall impact the current, already activated Package of Hours. New prices and terms and conditions concerning fees shall only become binding on the Client upon the purchase and activation of another Package of Hours.
    6. In case of lack of acceptance for the new Terms and Conditions, the Client has the right to immediately terminate the Agreement for the provision of Vasco Audience Service and Account. To this end, not later than within 14 days from the date of entry into force of the amendments to the Terms and Conditions, the Client has to:
       1. delete their Account;
       2. notify Vasco about the termination of the agreement due to non-acceptance of amendments to the Terms and Conditions, by e-mail to the following address: support@vasco-electronics.com.
    7. In the case of a timely termination of the Agreement for the provision of the Vasco Audience Service and Account, the Client shall be entitled to a refund, proportionally to the unused part of the Package of Hours paid.
    8. The person effecting the acceptance of the Terms and Conditions, acting as an employee, plenipotentiary, consultant or other agent of the Client, hereby represents and warrants that it has the full and binding authority to act on behalf of the Client.
    9. To all matters not covered by the Terms and Conditions, the provisions of the Polish law shall apply.
    10. All disputes arising from the performance of the Terms and Conditions shall be solved by the common court having jurisdiction over the Vasco’s headquarters.
    11. The Terms and Conditions come into force on 15/12/2025.