Terms and Conditions of Service

The Service is provided by LBD S.r.l., a company incorporated under Italian law with registered office at Via Maso della Pieve 4C, 39100 Bolzano (BZ), Italy, VAT and tax code 03305620217, registered with the Bolzano Company Register under no. REA BZ-249001 ("LBD", "we").

Contact: [email protected] · +39 0471 362875 (Monday to Friday, 09:00–13:00 Italian time). The product website is b-comm.io.

• "Service": the customer communication platform named LBD Business Communicator, including the web application, the APIs, the website widget, the mobile SDK, the public help center and every ancillary component.
• "Customer": the natural or legal person entering into the agreement with LBD, directly or through an appointed representative.
• "Authorised User" or "Agent": a natural person whom the Customer allows to access the Service with their own credentials (employee, contractor, supplier).
• "End User": a person who contacts the Customer through the channels served by the Service (one of the Customer’s own customers, a partner, a supplier, a website visitor).
• "Workspace": the isolated working space assigned to the Customer, holding its data, its configuration and its conversations.
• "Audience": the category of End Users (for example "customers" or "partners") to which a distinct body of knowledge, help center and AI agent behaviour is attached.
• "Customer Content": any data, text, image, file, article, conversation or configuration uploaded or generated by the Customer, its Authorised Users or its End Users inside the Workspace.
• "AI Agent": the automated reply feature based on artificial intelligence models, grounded in Customer Content.
• "Order": the proposal, accepted quotation, order form or any other document setting out the scope, term and fees of the Service.

The agreement is concluded when the Customer accepts the Order or, if earlier, on first access to the Service. Whoever accepts represents that they have authority to bind the entity they represent.

In case of conflict, the following order prevails: (1) the signed Order; (2) the Data Processing Agreement (DPA); (3) these Terms; (4) the technical documentation of the Service. The Customer’s own purchasing terms do not apply unless accepted by LBD in writing.

For the term of the agreement LBD grants the Customer a non-exclusive, non-transferable and non-sublicensable right to use the Service as software as a service (SaaS), within the scope set out in the Order.

The Service allows in particular: receiving and sending messages across several channels, brought together into a single conversation; running a shared inbox across several Agents with assignment, internal notes and mentions; publishing one or more help centers; configuring automated journeys and replies generated by the AI Agent; sending outbound communications; and consulting logs and statistics.

The Service is provided "as a service": LBD may evolve, modify or replace individual features in order to improve them or to meet technical or regulatory constraints. Changes that materially reduce essential functionality are announced with reasonable notice and, where detrimental, entitle the Customer to terminate without penalty, as set out in the section on changes.

The Customer is responsible for creating, managing and revoking its Authorised Users’ access, and for keeping their credentials confidential. Any activity performed with an Authorised User’s credentials is deemed performed by the Customer.

• Credentials are personal and must not be shared between people.
• The Customer must promptly revoke access for anyone no longer entitled to it.
• The Customer must notify [email protected] without delay of any unauthorised access, lost credentials or suspected compromise it becomes aware of.
• LBD may immediately suspend an account where there is a concrete risk to the security of the Service or to other Customers’ data, informing the Customer accordingly.

The Customer uses the Service in compliance with the law, with third-party rights and with these Terms. In particular, it is prohibited to:

• send unsolicited commercial communications, or communications without a valid legal basis, or in breach of direct marketing and telemarketing rules;
• transmit unlawful, defamatory, discriminatory or obscene content, or content infringing third-party intellectual or industrial property rights;
• distribute malware or attempt to gain unauthorised access to the Service, to LBD’s systems or to other Customers’ data;
• subject the Service to load testing, vulnerability scanning or penetration testing without LBD’s prior written authorisation;
• reverse engineer, decompile or disassemble the Service, save within the limits mandatorily allowed by law;
• resell, sublicense or make the Service available to third parties not named in the Order;
• use the Service to process special categories of personal data (Art. 9 GDPR) or data relating to criminal convictions (Art. 10 GDPR) without having agreed additional measures with LBD in writing beforehand;
• circumvent the Service’s technical limits, usage metering or security measures.

LBD does not monitor Customer Content in advance and is under no obligation to do so. Where it becomes aware of manifestly unlawful content, it may remove it or render the Workspace inaccessible, informing the Customer.

The Service integrates with platforms operated by third parties (including Meta’s WhatsApp Business Platform, Messenger and Instagram, email services and cloud telephony). Use of those channels is also subject to the terms and policies of the respective providers, which the Customer undertakes to comply with.

• LBD is not liable for suspensions, limitations, unilateral changes, price changes or outages decided by channel providers.
• Message template approval, sending limits and contact windows are set by the channel providers, not by LBD.
• The Customer is responsible for the lawfulness of the contacts it uploads and for the legal bases on which it grounds outbound communications.
• The Customer warrants that it is entitled to use the phone numbers, domains, mailboxes and social pages it connects to the Service.

The AI Agent generates replies from Customer Content. By its nature, a generative system can produce incomplete, inaccurate or irrelevant answers.

• The Customer owns the informational content it supplies to the AI Agent and remains responsible towards its End Users for replies sent in its name.
• LBD does not warrant the accuracy, completeness or fitness for a particular purpose of generated replies. The Customer must configure hand-off rules to a human agent appropriately and supervise the Agent’s operation.
• The Service must not be used to take automated decisions producing legal effects, or similarly significantly affecting End Users, within the meaning of Art. 22 GDPR, nor to provide medical, legal or financial advice without qualified human supervision.
• Customer Content is not used by LBD to train artificial intelligence models, nor made available to model providers for that purpose.
• LBD may replace the underlying models or providers, provided this does not materially reduce the protections set out in these Terms and in the DPA.

Fees, billing frequency and payment terms are set out in the Order. Unless stated otherwise, amounts are exclusive of VAT and of any other applicable tax or withholding.

• The subscription fee is due for the whole billing period, including where use has been partial.
• Metered components (for example automated replies, content indexing, messages on paid channels) are invoiced in arrears on the basis of the Service’s own measurements, which are conclusive save for manifest error.
• Late payment accrues default interest under Italian Legislative Decree 231/2002. Thirty days after the due date, LBD may suspend the Service on at least 7 days’ written notice.
• LBD may revise fees on at least 60 days’ notice, effective from the following renewal; the Customer may then terminate within 30 days of the notice, effective from the date the increase would apply.

The agreement runs for the term set out in the Order and renews automatically for equal periods unless terminated in writing at least 30 days before expiry.

LBD may suspend the Service, for no longer than strictly necessary, in case of: a concrete risk to the security or integrity of the Service; use in breach of the "Permitted use and prohibitions" section; non-payment within the terms above; or an order from a competent authority. Where possible, suspension is preceded by notice and limited to the part of the Service concerned.

Either party may terminate the agreement under Art. 1456 of the Italian Civil Code in case of the other’s material breach not remedied within 15 days of written notice.

In respect of personal data held in the Workspace — including End Users’ data — the Customer acts as data controller and LBD as data processor within the meaning of Art. 28 GDPR. The relationship is governed by the Data Processing Agreement (DPA), which forms an integral part of the agreement and which LBD makes available on request at [email protected].

In respect of data of people visiting b-comm.io and of those contacting LBD for commercial information, LBD acts as controller: the Privacy Policy published on this website applies.

• The Customer warrants that it has a valid legal basis for the processing it entrusts to LBD and that it has provided data subjects with the required privacy notices.
• LBD processes Customer Content only on the Customer’s documented instructions and in order to provide the Service.
• On termination the Customer may export its data; 30 days after termination LBD deletes it as set out in the DPA, save for legal retention obligations.

Each party keeps confidential the other’s information it learns in performing the agreement, does not disclose it to unauthorised third parties and uses it only for the purposes of the agreement. The obligation survives for 5 years after termination and does not apply to information that is or becomes public through no fault of the recipient, was already known, is lawfully obtained from a third party, or must be disclosed by law or by order of a competent authority.

The Service, the software, the documentation, the trade marks, the logos and every graphic or textual element they comprise remain the exclusive property of LBD or its licensors. The agreement transfers no ownership, only the right of use described in "Scope and content of the Service".

Customer Content remains the Customer’s property. The Customer grants LBD a limited, non-exclusive and revocable licence to host, reproduce and process it solely to the extent necessary to provide the Service.

Suggestions, reports and improvement proposals sent by the Customer may be used freely by LBD to develop the Service, without giving rise to any fee or right in favour of the Customer.

LBD undertakes to keep the Service available with professional diligence, adopting reasonable technical and organisational measures. Binding service levels (SLAs) apply only where expressly set out in the Order.

• Planned maintenance is normally carried out in low-traffic windows and announced in advance where it causes unavailability.
• Urgent security work may be carried out without notice.
• Malfunctions caused by third-party channels, by the Customer’s network, by the Customer’s own misconfiguration or by force majeure do not count as unavailability of the Service.
• Support is provided by email at [email protected] and by telephone at +39 0471 362875 on business days from 09:00 to 13:00.

LBD warrants that the Service will perform substantially in accordance with the documentation. To the extent permitted by law, all other warranties are excluded, whether express or implied, including fitness for a particular purpose or uninterrupted and error-free operation.

The Service is not designed for use in contexts where its malfunction could create risks to human life, health or safety.

To the extent permitted by law, LBD’s aggregate liability towards the Customer, on any ground whatsoever, is limited to the net fees paid by the Customer in the 12 months preceding the event giving rise to the claim.

LBD is not liable for indirect damages, loss of profit, loss of goodwill, loss of business opportunity, or loss of data attributable to the Customer’s failure to meet its own export and backup obligations.

The limitations in this section do not apply in case of LBD’s wilful misconduct or gross negligence, nor in any other case where the law prohibits limitation.

The Customer holds LBD harmless from third-party claims — including from End Users and authorities — arising out of Customer Content, out of use of the Service in breach of these Terms or of the law, or out of the absence of a valid legal basis for communications sent through the Service, including reasonable legal costs.

Neither party is liable for failure or delay in performance due to causes beyond its control, including natural events, prolonged power or connectivity outages, failures of infrastructure providers, large-scale cyber attacks, measures by public authorities, general strikes or armed conflict. The obligation to pay amounts already accrued is not suspended.

LBD may amend these Terms to reflect developments in the Service, technical needs or regulatory obligations. Changes are announced at least 30 days in advance by email or within the application.

If a change materially prejudices the Customer’s rights, the Customer may terminate without penalty within 30 days of the notice, with a pro-rata refund of fees already paid for the unused period. Absent termination, the changes are deemed accepted.

The Customer may not assign the agreement without LBD’s written consent. LBD may assign the agreement to group companies or in the context of a corporate reorganisation, giving notice to the Customer.

LBD may use third-party suppliers to provide the Service, remaining responsible for their performance towards the Customer. The up-to-date list of sub-processors is published in the Privacy Policy.

Contractual notices are valid if sent by email to the addresses set out in the Order, by certified email (PEC) or by registered post. LBD’s notices to the Customer may also be given through in-application messages. The Customer is responsible for keeping its contact details up to date.

The agreement is governed by Italian law, excluding the Vienna Convention on Contracts for the International Sale of Goods. The Court of Bolzano has exclusive jurisdiction over any dispute.

Where the Customer is a consumer within the meaning of Italian Legislative Decree 206/2005, the jurisdiction of the court of their place of residence or elected domicile applies, together with the mandatory rules protecting them. A consumer may also use the European online dispute resolution (ODR) platform.

• If any clause is void or ineffective, the remaining clauses stay fully valid.
• Tolerating a breach does not waive the rights arising from the clause breached.
• These Terms, the Order and the DPA constitute the entire agreement between the parties and supersede any prior understanding on the same subject matter.
• The parties are independent contractors: the agreement creates no agency, partnership or employment relationship.
• In case of divergence between the Italian version and the English translation of these Terms, the Italian version prevails.