Terms of Service
Last Updated: 17 February 2025
Please read these Platform Terms of Service (“Platform Terms”) carefully before using the services offered by Autenrieth & Partner operating under the name Whisper Scribe (“Whisper Scribe,” “we,” or “us”). By (1) executing an online order (each, an “Order Form”), (2) clicking a box indicating acceptance, or (3) using the services, you (“Customer”) agree to be bound by these Platform Terms (together with all Order Forms, the “Agreement”). If the individual accepting this Agreement is accepting on behalf of a company or other legal entity, such individual represents that they have the authority to bind that entity and its affiliates to these Platform Terms. If the individual accepting this Agreement does not have such authority or does not agree with these Platform Terms, that individual must not accept this Agreement and may not use the services.
Whisper Scribe offers both a Free Plan (limited to 10 minutes of audio transcription/month) and a Paid (Pro) Plan (10 hours/month for \$18/month). The specific terms of each plan, as well as any future plan tiers we may offer, are subject to this Agreement.
1. DEFINITIONS
1.1 Affiliate
Means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control” means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
1.2 Authorized User
Means Customer’s employees, consultants, contractors, and agents: (i) who are authorized by Customer to access and use the Services under this Agreement; and (ii) for whom access to the Services has been purchased (where applicable).
1.3 Business Contact Data
Means Personal Data that relates to Whisper Scribe’s relationship with Customer, including names and contact information of Authorized Users and any other data we collect for the purpose of managing our relationship with Customer, identity verification, or as otherwise required by applicable laws or regulations.
1.4 Client-Side Software
Means any software (in source or object code) that Whisper Scribe makes available to Customer for use in connection with the Services.
1.5 Data Processing Addendum or DPA
Refers to any data processing addendum made available by Whisper Scribe and incorporated into this Agreement by reference if required (e.g., for GDPR compliance).
1.6 Free Services
Means Services that Whisper Scribe makes available to Customer free of charge (e.g., the Free Plan).
1.7 Paid Services
Means Services that Whisper Scribe makes available to Customer for a fee, such as the Pro Plan (10 hours/month, \$18/month).
1.8 Whisper Scribe IP
Means the Services, the Client-Side Software, any documentation we provide (“Documentation”), and any and all intellectual property or content provided by Whisper Scribe. It does not include Customer Data.
1.9 Customer Data
Means information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer or an Authorized User through the Services. (Note: Whisper Scribe does not permanently store your original audio but does process it for transcription via third-party integrations such as the OpenAI Whisper API.)
1.10 Harmful Code
Means any code, file, or program, such as viruses or malware, that could disrupt, disable, or otherwise harm the Services, networks, or data.
1.11 Personal Data
Has the meaning set forth under applicable data protection laws (e.g., GDPR) or in any relevant DPA.
1.12 Professional Services
Means any training, migration, implementation, integration, or other professional services, if offered and separately agreed to in writing (e.g., a Statement of Work).
1.13 Sensitive Data
Means any: (i) special categories of personal data under the GDPR, (ii) protected health information as defined in HIPAA, (iii) payment cardholder or financial account information, (iv) social security numbers or other government IDs, (v) data covered by COPPA or GLBA, or (vi) any similar data protected under other laws. The Services are not designed to store or process Sensitive Data.
1.14 Services
Means the Whisper Scribe products and services (including any updates or enhancements) to which Customer has subscribed or that are otherwise made available to Authorized Users.
1.15 Subscription Period
Means the term of Customer’s subscription as specified in an Order Form or signup page for the applicable tier (Free or Pro).
1.16 Third Party Integrations
Means any third-party products or services (including APIs) provided with, integrated into, or used by Whisper Scribe in delivering the Services (e.g., Stripe for payments, OpenAI Whisper API for transcription).
1.17 Third Party Models
Means any AI or machine learning model operated by a third party (e.g., OpenAI’s Whisper or GPT-based models) in connection with the Services.
1.18 Usage Data
Means certain usage-related data (e.g., logs, metrics, analytics) collected by Whisper Scribe in connection with Customer’s or its Authorized Users’ use of the Services.
2. ACCESS AND USE
2.1 Access to the Services
Subject to Customer’s compliance with this Agreement (including any usage limitations set forth in an Order Form or on our pricing page), Whisper Scribe grants Customer a nonexclusive, limited, nontransferable right to access and use the Services during the Subscription Period for Customer’s internal business purposes. Customer’s Authorized Users must each have unique login credentials and may not share these credentials with others.
2.2 Free Plan
If you use the Free Plan, you are subject to the terms of this Agreement. Whisper Scribe may terminate or modify the Free Plan at any time, with or without notice. The Free Plan is provided “as is,” with no warranties or indemnities.
2.3 Paid (Pro) Plan
If you purchase a Pro Plan (or any future paid tier), you agree to pay the applicable fees as described in your Order Form or our pricing page. Your use is subject to any stated limits on transcription hours, features, or other usage metrics.
2.4 Implementation or Professional Services
If Whisper Scribe provides onboarding or professional services, such services will be detailed in an Order Form or Statement of Work. Any additional hours or services not included in such Order Form or Statement of Work may be billed at our then-current rates.
3. WHISPER SCRIBE OBLIGATIONS
3.1 Service Updates
Whisper Scribe may provide updates or enhancements (“Updates”). Any such Updates will become part of the Services and are subject to this Agreement. Whisper Scribe may also modify or discontinue features at its discretion, though we will use reasonable efforts to provide notice for major changes.
3.2 Professional Services
Where agreed, Whisper Scribe will provide professional services (e.g., training, custom integrations). Any work product (“Work Product”) remains the exclusive property of Whisper Scribe, unless otherwise set forth in a separate agreement.
4. PROPRIETARY RIGHTS AND LICENSES; RESTRICTIONS
4.1 Reservation of Rights
Whisper Scribe, its Affiliates, and its licensors reserve all rights not expressly granted in this Agreement.
4.2 Feedback
Customer grants Whisper Scribe a worldwide, perpetual, royalty-free license to use and incorporate into the Services any feedback provided by Customer or Authorized Users.
4.3 Use Restrictions
Customer will not (and will not permit others to): (i) reverse engineer, decompile, or otherwise attempt to discover source code or underlying structure, except where such restriction is prohibited by law; (ii) resell, lease, or sublicense the Services; (iii) remove proprietary notices; (iv) circumvent any access controls or usage limits; (v) use the Services in violation of law or third-party rights; or (vi) upload Harmful Code.
4.4 Customer Data
Ownership: Customer retains all rights, title, and interest in and to Customer Data.
License: Customer grants Whisper Scribe a nonexclusive, royalty-free, worldwide license to use, reproduce, distribute, and display Customer Data as necessary to provide the Services (e.g., to process audio for transcription).
Representation and Warranty: Customer represents and warrants it has all necessary rights and consents to provide Customer Data to Whisper Scribe without infringement or violation of any third-party right or law (including recording and privacy laws).
Training AI Models: By default, Whisper Scribe does notpermanently store original audio inputs. However, to the extentCustomer Data (e.g., transcripts) may be used by third-party AI services (such as OpenAI Whisper) for processing, Customer acknowledges that the terms of those third-party providers govern any model training or usage of that data. Whisper Scribe itself does not train its own AI models on your data unless explicitly stated otherwise.
4.5 Aggregated De-Identified Data
Whisper Scribe may use data submitted to or collected by the Services in aggregate, de-identified form (“Aggregated De-Identified Data”) for legitimate business purposes such as analytics, improvements, and research, but will not disclose such data in a way that could identify Customer or Authorized Users.
4.6 Third Party Integrations
Whisper Scribe uses certain third-party integrations (Stripe for payments, OpenAI Whisper API for transcription, etc.). Customer’s failure to provide or maintain necessary credentials for such integrations may cause parts of the Services to be unavailable. Whisper Scribe makes no guarantees as to the continued availability of any specific integration.
4.7 Third Party Models
Whisper Scribe may rely on Third Party Models (e.g., OpenAI). Such models and their outputs (“AI Outputs”) are not fully controlled by Whisper Scribe. AI Outputs may contain errors or inaccuracies. Customer agrees Whisper Scribe is not liable for any reliance on AI Outputs, and Customer will indemnify Whisper Scribe for claims arising from use of or reliance on AI Outputs.
5. FEES AND PAYMENT
5.1 Fees
Customer agrees to pay all fees specified in an Order Form or as listed on our pricing page (e.g., \$18/month for the Pro Plan). All fees are in U.S. dollars unless otherwise specified.
5.2 Billing
If paying by credit card, Customer authorizes Whisper Scribe (via our payment processor, Stripe) to charge the card on file for all subscription fees.
Subscription fees are typically due in advance.
If the Order Form or plan specifies a different billing frequency (e.g., monthly vs. annually), that frequency applies.
5.3 Late Payments
Unpaid invoices may accrue late interest at 1.5% per month (or the highest rate allowed by law). Whisper Scribe may suspend or terminate Customer’s account if fees remain unpaid beyond the due date.
5.4 Taxes
All fees are exclusive of taxes. Customer is responsible for any applicable taxes, other than those based on Whisper Scribe’s net income.
6. CONFIDENTIALITY
6.1 Definition
“Confidential Information” includes any information disclosed by one party (“Disclosing Party”) to the other (“Receiving Party”) that is marked or should reasonably be understood to be confidential (e.g., pricing, non-public business info).
6.2 Obligations
The Receiving Party agrees to (i) use the Disclosing Party’s Confidential Information only to fulfill its obligations under this Agreement, and (ii) not disclose such information to any third party except on a need-to-know basis for Authorized Users or employees under confidentiality obligations.
6.3 Exclusions
Confidential Information does not include information that is (i) public, (ii) known prior to disclosure, (iii) lawfully received from a third party, or (iv) independently developed without reference to the Disclosing Party’s Confidential Information.
6.4 Return or Destruction
Upon termination of this Agreement, the Receiving Party will return or destroy all copies of the Disclosing Party’s Confidential Information.
7. DATA SECURITY; PERSONAL DATA
7.1 Security
Whisper Scribe implements commercially reasonable safeguards to protect Customer Data. However, no method of data transmission or storage is completely secure.
7.2 No Sensitive Data
Customer agrees not to upload or process Sensitive Data in the Services. Whisper Scribe disclaims liability for Sensitive Data improperly submitted by Customer.
7.3 Data Processing Addendum
Where required, a DPA may apply if Whisper Scribe processes Personal Data on Customer’s behalf (e.g., under GDPR). In case of any conflict between this Agreement and the DPA regarding the processing of Personal Data, the DPA governs.
7.4 Business Contact Data and Usage Data
Whisper Scribe may process Business Contact Data and Usage Data for legitimate business purposes, such as account management, billing, usage analytics, and service improvements.
8. TERM AND TERMINATION
8.1 Term
This Agreement commences on the date Customer first accepts it and continues until all subscriptions expire or are terminated.
8.2 Subscription Periods
Unless otherwise stated, each Subscription Period auto-renews (e.g., monthly or yearly) unless canceled in accordance with the notice requirements on the applicable Order Form or plan page (typically 30 days before renewal).
8.3 Termination
Either party may terminate this Agreement for material breach if the other party fails to cure within 30 days of written notice. Whisper Scribe may immediately terminate if Customer breaches Section 4.3 (Use Restrictions) or is past due on fees by more than 10 days after notice.
8.4 Refunds and Payment on Termination
If Customer terminates for Whisper Scribe’s uncured material breach, Whisper Scribe will refund any prepaid fees for the unused portion of the Subscription Period. If Whisper Scribe terminates for Customer’s breach, Customer remains obligated to pay fees for the remaining portion of the Subscription Period.
8.5 Survival
Certain sections (e.g., Confidentiality, Limitation of Liability, Indemnification) survive termination.
9. INDEMNIFICATION
9.1 Customer Indemnification
Customer will indemnify and hold harmless Whisper Scribe from any third-party claims, damages, or liabilities arising out of (i) Customer Data (including failure to comply with recording laws or third-party IP rights), (ii) misuse of the Services, or (iii) breach of this Agreement.
9.2 Whisper Scribe Indemnification
Whisper Scribe does not provide an IP infringement indemnity for the Free Plan or Pro Plan. (This is reserved here solely for any future enterprise or custom arrangement that explicitly includes such indemnity.)
9.3 Procedure
The indemnified party must promptly notify the indemnifying party in writing of any claim and cooperate with the indemnifying party in good faith to defend or settle the claim. The indemnifying party shall have sole authority to control the defense and settlement.
10. DISCLAIMERS
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES (INCLUDING FREE AND PAID PLANS) ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND (EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE), INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WHISPER SCRIBE DOES NOT WARRANT THAT (A) THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, (B) THE RESULTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, OR (C) ANY ERRORS WILL BE CORRECTED. CUSTOMER ACKNOWLEDGES THAT, DUE TO THE NATURE OF AUDIO TRANSCRIPTION AND AI MODELS, TRANSCRIPTS AND AI OUTPUTS MAY CONTAIN ERRORS OR INACCURACIES. CUSTOMER USES ALL TRANSCRIPTS AND AI OUTPUTS AT ITS OWN RISK.
11. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL. IN NO EVENT WILL WHISPER SCRIBE’S AGGREGATE LIABILITY (TO THE EXTENT NOT EXCLUDED) EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY.
12. GENERAL PROVISIONS
12.1 Entire Agreement
This Agreement (including any Order Forms or Statements of Work) constitutes the entire agreement between Whisper Scribe and Customer, superseding all prior or contemporaneous communications.
12.2 Assignment
Neither party may assign this Agreement without the other’s written consent, except in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee agrees in writing to be bound by the Agreement.
12.3 Force Majeure
Neither party is liable for delays or failures caused by events beyond its reasonable control (e.g., natural disasters, war, internet failures).
12.4 Notices
To Whisper Scribe:
Autenrieth & Partner,
c/o Grosch Postflex #1484,
Emsdettener Str. 10,
48268 Greven, Germany
Email: support@whisperscri.beTo Customer:
Via the email address or physical address provided during signup or in the applicable Order Form.
12.5 Modifications
Whisper Scribe may modify these Platform Terms by posting an updated version and sending notice (e.g., by email). Continued use of the Services after the effective date of any update constitutes Customer’s acceptance of the revised Terms.
12.6 Governing Law & Dispute Resolution
Unless otherwise required by applicable law, these Terms are governed by and construed under the laws of the Federal Republic of Germany, without regard to conflict-of-laws principles. The parties will seek to resolve any dispute amicably. If they cannot resolve the dispute informally, they agree to the exclusive jurisdiction of the courts in Germany (unless local law requires otherwise).
12.7 Relationship of the Parties
Nothing in this Agreement creates a partnership, joint venture, or agency relationship.
12.8 Severability
If any provision of this Agreement is deemed unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the rest of the Agreement remains in effect.
12.9 Waiver
Failure to enforce any provision does not constitute a waiver of future enforcement of that or any other provision.
BY USING THE SERVICES OR SIGNING AN ORDER FORM, CUSTOMER ACKNOWLEDGES THAT IT HAS READ AND AGREES TO THESE TERMS OF SERVICE.
If you have any questions about these Terms, please contact us at:
support@whisperscri.be
Thank you for choosing Whisper Scribe!