Data Act Addendum
Annex to the General Terms and Conditions and the Data Processing Agreement of SynTwin GmbH
IMPORTANT NOTICE: CONVENIENCE TRANSLATION
This document is an English translation of the German original “Data-Act-Addendum” of SynTwin GmbH, version June 2026. It is provided solely for the convenience of English-speaking customers and is not legally binding. Only the German version is legally binding and governs the contractual relationship between the parties. In the event of any conflict, ambiguity or discrepancy between the German version and this translation, the German version shall prevail. German legal terms indicated in italics and parentheses are authoritative for the interpretation of the corresponding English expressions.
Legally binding version (German): Data-Act-Addendum
Preamble. This Addendum implements the requirements of Regulation (EU) 2023/2854 (Data Act) for contracts concerning data processing services (in particular Art. 23 to 31 of the Data Act) and supplements the General Terms and Conditions (Allgemeine Geschäftsbedingungen, “GTC”) and the Data Processing Agreement (Auftragsverarbeitungsvertrag, “DPA”) of SynTwin GmbH (the “Provider”). In the event of conflicts, the provisions of this Addendum take precedence over the GTC; the data protection provisions of the DPA remain unaffected, and the time limits set out in this Addendum give concrete form to the post-contractual storage and deletion rules of the DPA. This Addendum is provided to the User prior to conclusion of the contract in a storable and reproducible form. “Exportable data” and “digital assets” have the meaning given in Art. 2 No. 32 and No. 38 of the Data Act.
1. Switching Right and Options
1.1 The User may initiate the switching process at any time by declaration in text form (Textform). The notice period for initiating the switching process amounts to no more than two (2) months.
1.2 Upon or after the declaration pursuant to Clause 1.1, the User shall notify the Provider whether (a) the exportable data and digital assets are to be transferred to another provider of a data processing service (specifying the details of the destination provider required for this purpose), (b) they are to be transferred to the User’s own ICT infrastructure, or (c) they are to be erased.
1.3 Remuneration agreed for a fixed contract term remains owed as an early termination charge (Vorfälligkeitsentschädigung) in the event of a switch before the end of the term, but only in a proportionate amount: expenses saved by the Provider, in particular variable costs for third-party services and usage-based services, will be credited. The Provider informs the User of this compensation rule prior to conclusion of the contract (Art. 29(4) Data Act).
2. Transition Period and Support
2.1 The transition period begins upon expiry of the notice period under Clause 1.1 and amounts to no more than thirty (30) calendar days. During the transition period, the Provider (a) provides reasonable assistance to the User and to third parties authorized by the User in the switching process, (b) maintains business continuity and continues to provide the contractual services, (c) clearly informs the User of known risks to the continuity of the services, and (d) ensures a high level of security, in particular the security of the data during the transfer and during the retrieval period under Section 4.
2.2 If compliance with the transition period is technically unfeasible, the Provider shall notify the User thereof within fourteen (14) working days of receipt of the declaration under Clause 1.1, stating the reasons and an alternative transition period of no more than seven (7) months. The User may extend the transition period once by a period the User considers appropriate.
2.3 The Provider supports the User’s exit strategy, in particular by providing all relevant information on the export procedure, the data structures and the available formats.
3. Exportable Data, Digital Assets and Formats
3.1 The following categories of data and digital assets are exportable: (a) User Content provided by the User (in particular documents and knowledge sources); (b) source recordings of depicted persons (video, image and audio recordings); (c) configuration data of the Counterparts (profiles, deployment configurations, knowledge and style rules); (d) conversation transcripts, summaries and analyses of the sessions; (e) profiles and contact data of the Communication Partners created by the system; (f) usage and billing overviews; (g) other digital assets in which the User holds rights of use independently of the contract. Exports are provided in a structured, commonly used and machine-readable format; media files are provided in their original formats or in commonly used exchange formats (Art. 30(5) Data Act).
3.2 Pursuant to Art. 2 No. 38 and Art. 30(6) of the Data Act, exportable data do not include data and assets that are protected by intellectual property rights or that constitute trade secrets of the Provider or of third parties. This concerns, exhaustively: (a) the synthetic voice and video models (replicas) generated at third-party providers (licensors), which embody proprietary technology of the respective third-party providers; in their place, the source recordings under Clause 3.1 lit. b are exported, which enable re-creation with another provider; (b) software, models and system components of the Provider. In addition, data serving exclusively the internal operation of the service (system, telemetry, security and log data of the Provider) are excluded from export to the extent that their disclosure would jeopardize trade secrets. These exceptions do not otherwise hinder or delay the switching process.
4. Retrieval Period, Termination of Contract and Deletion
4.1 The User may request the export of the exportable data and digital assets during a retrieval period which begins at the end of the transition period (including an alternative or extended transition period under Clause 2.2) and amounts to three (3) months, but in any event no less than thirty (30) calendar days. If the main contract ends without a switching process, the three-month retrieval and reactivation period under the DPA begins upon termination of the contract.
4.2 The main contract is deemed terminated when the switching process has been successfully completed or, where the User requests deletion only pursuant to Clause 1.2 lit. c, upon expiry of the notice period under Clause 1.1. The Provider notifies the User of the termination.
4.3 After expiry of the retrieval period, the exportable data and digital assets as well as the Counterparts, including the associated voice and video models, will be deleted in full in accordance with the DPA, unless statutory retention obligations exist or the parties have agreed on a later deletion date. Proof of deletion will be made available upon request.
5. Charges
5.1 The Provider does not levy any switching charges (including data egress charges) for the switching process. Charges for the regular use of the services during the transition period (in particular base fees and usage-based fees pursuant to Section 9 of the GTC) as well as the early termination charge under Clause 1.3 remain unaffected.
6. Trial Access
6.1 Pursuant to Art. 31(2) of the Data Act, the obligations under Chapter VI of the Data Act do not apply to time-limited trial access provided for testing and evaluation purposes and not intended for production use (free trial); this concerns the provisions of Sections 1 to 5 of this Addendum. This will be pointed out before the trial access is provided.
7. Information, Amendments and Final Provisions
7.1 The Provider maintains, at syntwin.ai/data-act, an up-to-date online register with details of the data structures, data formats and the relevant standards and interoperability specifications of the exportable data and digital assets (Art. 26 lit. b Data Act) as well as information on the export procedures and on the charging rules under Section 5.
7.2 The Provider makes available at syntwin.ai/data-act information on the jurisdiction to which the ICT infrastructure deployed for the provision of the services is subject as well as on the technical, organizational and contractual measures against unlawful governmental third-country access to non-personal data (Art. 28 Data Act).
7.3 The Provider will not unilaterally amend the provisions of this Addendum during the contract term to the detriment of the User. In all other respects, amendments require at least text form.
7.4 Section 10 of the GTC applies to breaches of obligations in connection with the switching process; mandatory rights of the User under the Data Act remain unaffected. This Addendum becomes effective upon conclusion of the main contract and applies for its duration as well as for the periods under Sections 2 and 4.