Terms of Use
Last updated: 1 January 2024
1. Introduction
Smartgroups GmbH (“Smartgroups,” “we,” “our,” “us”) offers hub ("hub", "Service"), a collaborative productivity tool, as detailed on the Smartgroups websites (the “Websites”).
These Terms of Use (“Terms”) represent a legally binding agreement between you and Smartgroups and outline the rules governing your use of our Service and Websites. These Terms apply to you as a user of the Service, with certain exceptions for Managed Users as detailed in Section 2 (“How These Terms Apply”). By accessing or using the Service and the Websites, you agree to these Terms (where applicable) and confirm that you have read and understood our Privacy Policy, which is incorporated by reference.
If you do not agree to these Terms, please refrain from accessing or using the Service and the Websites.
We reserve the right to revise these Terms from time to time by posting an updated version on our Website. If we make significant changes to these Terms, as determined solely by Smartgroups, we will notify you within a reasonable time before the changes take effect, either via email linked to your account or through notifications on the Service and/or the Websites. If you do not agree with or cannot comply with the updated Terms, you must discontinue using the Service and the Websites. Unless stated otherwise in these Terms or our notification, the updated Terms take effect upon posting and apply prospectively. Your continued use of the Service and the Websites after the update constitutes your acceptance of the changes.
2. How These Terms Apply
When using hub, you may fall into one or more of the following user categories:
As a Managed User, you access the Service through a Smartgroups Customer. For example, if you join your employer’s organization, your employer is the Customer. If you join a Space created by a friend using a personal email address, that friend is the Smartgroups Customer and authorizes your participation in their workspace. The Customer Agreement governs our relationship with the Customer, which, in turn, allows the Customer to invite Managed Users to join its subscription instance of Smartgroups.
If you or another Managed User submit content or information to the Service, such as messages or files (“Customer Data”), you acknowledge and agree that Customer Data is controlled by the Customer under the Customer Agreement. This agreement provides the Customer with choices and control over such Customer Data. For example, the Customer may manage permissions, enable or disable third-party integrations, or take actions to expand, consolidate, or share content across Smartgroups portfolios, projects, tasks, and subtasks. Such choices and instructions may affect access to, use, disclosure, modification, or deletion of some or all Customer Data.
It is agreed between Smartgroups and the Customer that:
You acknowledge and agree that the Customer is solely responsible for:
(a) Informing you and other authorized users about relevant customer policies, practices, and settings affecting customer data.
(b) Obtaining all rights, permissions, or consents required from you and other authorized users for the lawful use of customer data and the operation of the service.
(c) Ensuring that the transmission and processing of customer data under the customer agreement comply with applicable laws.
(d) Addressing and resolving disputes with you or other authorized users regarding customer data, the service, or the customer’s failure to fulfill these obligations.
As an authorized user, Smartgroups makes no representations or warranties of any kind (express or implied) to you regarding the Service, which is provided to you on an “as-is” and “as-available” basis.
3. Eligibility and Scope
To use the Service and the Websites, you must represent and warrant that you are at least 16 years old and capable of agreeing to these Terms. If the laws of your place of residence require a higher minimum age for Smartgroups to lawfully provide the Service and Websites and process your personal data without parental consent, you must meet that higher age.
If you cannot make these representations or if Smartgroups has previously prohibited you from accessing or using the Service and the Websites, you are not permitted to access or use the Service and Websites.
4. Account Registration and Use
4.1 Account Registration and Confidentiality
To access the Service and certain areas of the Websites, you must register for a hub account by creating a username and password. You agree to provide accurate, complete, and current registration information about yourself. It is your responsibility to ensure your password remains confidential and secure, and you agree not to allow others to access the Service through your hub account. By registering, you accept full responsibility for all activities occurring under your username and password. We are entitled to assume that all communications we receive under your account originate from you.
If you are a Space or Organization owner, or if you have confirmed in writing that you are authorized to make decisions on behalf of a Space or Organization (a “Space Administrator”), you represent and warrant that you have the authority to do so and agree that Smartgroups may rely on your instructions.
4.2 Unauthorized Account Use
You are responsible for notifying us at support@smartgroups.io if you become aware of any unauthorized use or access to your account. You understand and agree that we may require you to provide information to verify your identity and ensure the security of your account. Smartgroups is not liable for losses, damages, liabilities, expenses, or legal fees arising from the use of your password or account by another person, whether or not you have informed us of such unauthorized use. You are liable for any losses, damages, liabilities, expenses, and legal fees incurred by Smartgroups or a third party due to another person using your account. If a Space Administrator or Customer loses access to an account or requests account-related information, Smartgroups reserves the right, at its sole discretion, to request verification it deems necessary before restoring access or providing account information.
5. License
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service and Websites solely for your internal use (or internal uses authorized by the applicable Space Administrator) and only in a manner that complies with these Terms and applicable laws. Smartgroups may revoke this license at any time at its discretion.
6. Acceptable Use Policy
You agree to comply with these Terms, including the following rules on acceptable use of the Service and Websites (the “Acceptable Use Policy”).
6.1 Service Disruption
You may not:
You may not use the Service or Websites to conduct, promote, or support:
6.3 User Content
You may not post User Content on the Service or Websites (or otherwise use the Service or Websites in a way) that:
6.4 Artificial Intelligence
When using AI or machine learning features provided by Smartgroups (“Smartgroups AI”), you agree to:
6.5 Violations of Acceptable Use
If we believe that a violation of this Acceptable Use Policy has occurred or may occur in a way that disrupts the Service or Websites for our customers or other users, we may suspend or terminate your access to the Service and Websites without liability to you, in addition to any other remedies available. Smartgroups reserves the right to inform the applicable Workspace Administrator of such violations.
7. Intellectual Property Rights
Smartgroups and its licensors are the sole owners of all rights, titles, and interests in and to all intellectual property rights related to the Service and the Websites. You agree to comply with all applicable copyright and other laws and any additional copyright notices or restrictions contained in the Service and Websites. All present and future rights to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any kind under the laws of any governmental authority, domestic or foreign, including rights in applications and registrations related to the Service and Websites, shall remain the sole and exclusive property of Smartgroups.
8. User Content and Feedback
8.1 User Content and Submissions on the Service
The Service allows you to create tasks and submit related information, texts, files, and other materials (collectively “User Content”) to share with others. User Content submitted or otherwise made available on the Service is subject to the following conditions:
8.2 Free User Content
Free Users retain ownership of User Content they submit to the Service (“Free User Content”). By submitting Free User Content, Free Users grant Smartgroups a license to access, use, copy, reproduce, process, adapt, publish, transmit, and display such content as necessary to provide the Service and as permitted in Smartgroups’ Privacy Policy, including as required by law or in good faith compliance with legal processes. We reserve the right to remove any Free User Content that violates these Terms or is otherwise objectionable at Smartgroups’ sole discretion.
8.3 Managed User Content on the Service
User Content submitted by Managed Users to the Service constitutes Customer Data, which is owned and controlled by the Customer in accordance with the Customer Agreement.
8.4 Feedback
The Service and Websites may provide features that allow you to submit comments, information, and other materials (“Feedback”) to Smartgroups or share such Feedback with other users or the public. Smartgroups may use Feedback you submit for any purpose without compensation or obligation to you. We reserve the right to remove any Feedback posted in our public forums for any reason at our sole discretion.
8.5 Representations Regarding User Content and Feedback
You represent and warrant that you hold all necessary rights to submit User Content and Feedback without infringing or violating the rights of any third party. You acknowledge that Smartgroups does not control and is not responsible for User Content or Feedback and that you may encounter User Content or Feedback from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable through your use of the Service and Websites.
9. Warranties, Disclaimers, and Limitations of Liability
The service, websites, and user content—whether provided by Smartgroups, its licensors, its suppliers, or users—and any other information available through the service and websites are provided “as is” without any warranties, representations, conditions, or guarantees of any kind, whether express or implied. This includes, but is not limited to, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement. All such warranties are disclaimed to the fullest extent permitted by applicable law.
Smartgroups makes no warranty that:
In no event shall Smartgroups, its affiliates, or any of their respective directors, officers, employees, agents, or representatives be liable for special, incidental, consequential, or punitive damages (including, but not limited to, loss of profits, data, or use, or the cost of substitute goods or services) arising out of or related to the service and websites, even if advised of the possibility of such damages. Smartgroups’ total liability shall not exceed EUR 100.
10. Indemnification
You agree to indemnify, defend, and hold harmless Smartgroups, its affiliates, and their respective officers, directors, employees, members, shareholders, contractors, or agents from any claims or demands, including reasonable attorneys’ fees, arising out of your use of the service and websites, your violation of these terms, your user content, or your infringement of the rights of any third party.
11. Third-Party Links, Services, and Websites
The Service and Websites may include information and content from third parties, including links to third-party websites and resources. Smartgroups is not responsible for and will not be liable for any damages or losses arising from the use of third-party content, services, or websites, including their availability or practices.
12. General Provisions
12.1 Changes to the Service
Smartgroups reserves the right to modify or discontinue the Service and Websites at any time without notice.
12.2 Governing Law
These Terms are governed by the laws of Germany, except where local laws provide otherwise.
12.3 Dispute Resolution
Before taking formal action, you agree to contact us at support@smartgroups.io to resolve disputes informally.
12.4 No Waiver
Failure to enforce any provision of these Terms does not constitute a waiver of that provision.
12.5 Entire Agreement
These Terms represent the complete agreement between you and Smartgroups.
13. Questions
If you have questions about these Terms, contact us at support@smartgroups.io
1. Introduction
Smartgroups GmbH (“Smartgroups,” “we,” “our,” “us”) offers hub ("hub", "Service"), a collaborative productivity tool, as detailed on the Smartgroups websites (the “Websites”).
These Terms of Use (“Terms”) represent a legally binding agreement between you and Smartgroups and outline the rules governing your use of our Service and Websites. These Terms apply to you as a user of the Service, with certain exceptions for Managed Users as detailed in Section 2 (“How These Terms Apply”). By accessing or using the Service and the Websites, you agree to these Terms (where applicable) and confirm that you have read and understood our Privacy Policy, which is incorporated by reference.
If you do not agree to these Terms, please refrain from accessing or using the Service and the Websites.
We reserve the right to revise these Terms from time to time by posting an updated version on our Website. If we make significant changes to these Terms, as determined solely by Smartgroups, we will notify you within a reasonable time before the changes take effect, either via email linked to your account or through notifications on the Service and/or the Websites. If you do not agree with or cannot comply with the updated Terms, you must discontinue using the Service and the Websites. Unless stated otherwise in these Terms or our notification, the updated Terms take effect upon posting and apply prospectively. Your continued use of the Service and the Websites after the update constitutes your acceptance of the changes.
2. How These Terms Apply
When using hub, you may fall into one or more of the following user categories:
- Website Visitors are users of the Websites.
- Free Users use the free/basic version of the Service, which provides access to a limited set of features compared to Managed Users. Free Users may have individual Spaces and/or participate in a free hub domain with multiple users.
- Managed Users access the Service as part of a paid hub subscription purchased by an individual or entity (the “Customer”) that has entered into a separate written agreement with Smartgroups (the “Customer Agreement”). This agreement governs access to and use of the Service, enabling such a Customer to set up and manage hub for Managed Users.
As a Managed User, you access the Service through a Smartgroups Customer. For example, if you join your employer’s organization, your employer is the Customer. If you join a Space created by a friend using a personal email address, that friend is the Smartgroups Customer and authorizes your participation in their workspace. The Customer Agreement governs our relationship with the Customer, which, in turn, allows the Customer to invite Managed Users to join its subscription instance of Smartgroups.
If you or another Managed User submit content or information to the Service, such as messages or files (“Customer Data”), you acknowledge and agree that Customer Data is controlled by the Customer under the Customer Agreement. This agreement provides the Customer with choices and control over such Customer Data. For example, the Customer may manage permissions, enable or disable third-party integrations, or take actions to expand, consolidate, or share content across Smartgroups portfolios, projects, tasks, and subtasks. Such choices and instructions may affect access to, use, disclosure, modification, or deletion of some or all Customer Data.
It is agreed between Smartgroups and the Customer that:
You acknowledge and agree that the Customer is solely responsible for:
(a) Informing you and other authorized users about relevant customer policies, practices, and settings affecting customer data.
(b) Obtaining all rights, permissions, or consents required from you and other authorized users for the lawful use of customer data and the operation of the service.
(c) Ensuring that the transmission and processing of customer data under the customer agreement comply with applicable laws.
(d) Addressing and resolving disputes with you or other authorized users regarding customer data, the service, or the customer’s failure to fulfill these obligations.
As an authorized user, Smartgroups makes no representations or warranties of any kind (express or implied) to you regarding the Service, which is provided to you on an “as-is” and “as-available” basis.
3. Eligibility and Scope
To use the Service and the Websites, you must represent and warrant that you are at least 16 years old and capable of agreeing to these Terms. If the laws of your place of residence require a higher minimum age for Smartgroups to lawfully provide the Service and Websites and process your personal data without parental consent, you must meet that higher age.
If you cannot make these representations or if Smartgroups has previously prohibited you from accessing or using the Service and the Websites, you are not permitted to access or use the Service and Websites.
4. Account Registration and Use
4.1 Account Registration and Confidentiality
To access the Service and certain areas of the Websites, you must register for a hub account by creating a username and password. You agree to provide accurate, complete, and current registration information about yourself. It is your responsibility to ensure your password remains confidential and secure, and you agree not to allow others to access the Service through your hub account. By registering, you accept full responsibility for all activities occurring under your username and password. We are entitled to assume that all communications we receive under your account originate from you.
If you are a Space or Organization owner, or if you have confirmed in writing that you are authorized to make decisions on behalf of a Space or Organization (a “Space Administrator”), you represent and warrant that you have the authority to do so and agree that Smartgroups may rely on your instructions.
4.2 Unauthorized Account Use
You are responsible for notifying us at support@smartgroups.io if you become aware of any unauthorized use or access to your account. You understand and agree that we may require you to provide information to verify your identity and ensure the security of your account. Smartgroups is not liable for losses, damages, liabilities, expenses, or legal fees arising from the use of your password or account by another person, whether or not you have informed us of such unauthorized use. You are liable for any losses, damages, liabilities, expenses, and legal fees incurred by Smartgroups or a third party due to another person using your account. If a Space Administrator or Customer loses access to an account or requests account-related information, Smartgroups reserves the right, at its sole discretion, to request verification it deems necessary before restoring access or providing account information.
5. License
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service and Websites solely for your internal use (or internal uses authorized by the applicable Space Administrator) and only in a manner that complies with these Terms and applicable laws. Smartgroups may revoke this license at any time at its discretion.
6. Acceptable Use Policy
You agree to comply with these Terms, including the following rules on acceptable use of the Service and Websites (the “Acceptable Use Policy”).
6.1 Service Disruption
You may not:
- Access, tamper with, or use non-public areas of the Service and Websites, Smartgroups’ computer systems, or the technical delivery systems of Smartgroups’ providers.
- Probe, scan, or test the vulnerability of any system or network or circumvent any security measures.
- Access or search the Service and Websites by any means other than the publicly supported interfaces provided by Smartgroups (e.g., “scraping”).
- Interfere with or disrupt access to the Service and Websites, including but not limited to sending a virus, overloading, flooding, spamming, or mail-bombing the Service and Websites.
- Attempt to bypass the Service’s security features or deliberately direct artificial intelligence models to violate these Terms.
You may not use the Service or Websites to conduct, promote, or support:
- Disinformation, deception, or other fraudulent activity.
- Impersonation of another person or entity or misrepresentation of your affiliation with any person or entity.
- Activities that are defamatory, harassing, threatening, or otherwise promote hate speech, stalking, or abuse.
- Violations of laws or the rights of others, including unauthorized tracking, surveillance, or the publication or sharing of personal or confidential information.
- Harm or exploitation of minors, including grooming or sexual exploitation of children.
- Sending unsolicited communications, advertisements, or spam.
- Posting or sharing harmful content.
- Advertising products or services that are not your own without prior authorization.
- Developing services that compete with Smartgroups.
6.3 User Content
You may not post User Content on the Service or Websites (or otherwise use the Service or Websites in a way) that:
- Is deceptive, fraudulent, unlawful, obscene, defamatory, demeaning, libelous, threatening, or pornographic (including child pornography, which will be removed and reported to law enforcement and the National Center for Missing and Exploited Children).
- Suggests AI-generated content or outputs are created by humans.
- Attacks others based on race, ethnicity, nationality, religion, gender, sexual orientation, disability, or health condition.
- Includes personal data of minors under 16 years old.
- Contains sensitive personal data under applicable law (e.g., financial information, Social Security numbers, or health data) without prior written consent from Smartgroups as outlined in a Customer Agreement.
- Contains viruses, bots, worms, or similar harmful materials.
- Includes information you are not legally or contractually authorized to provide.
- Could harm Smartgroups or third parties.
6.4 Artificial Intelligence
When using AI or machine learning features provided by Smartgroups (“Smartgroups AI”), you agree to:
- Implement reasonable human oversight and safeguards to mitigate potential risks associated with your use of Smartgroups AI.
- Accept responsibility for decisions, actions, and omissions based on your use of Smartgroups AI.
- Provide information upon request regarding your intended use of Smartgroups AI and compliance with this Acceptable Use Policy.
- Review Smartgroups AI outputs for accuracy and suitability, recognizing that AI is a probabilistic tool that may generate inaccurate content.
6.5 Violations of Acceptable Use
If we believe that a violation of this Acceptable Use Policy has occurred or may occur in a way that disrupts the Service or Websites for our customers or other users, we may suspend or terminate your access to the Service and Websites without liability to you, in addition to any other remedies available. Smartgroups reserves the right to inform the applicable Workspace Administrator of such violations.
7. Intellectual Property Rights
Smartgroups and its licensors are the sole owners of all rights, titles, and interests in and to all intellectual property rights related to the Service and the Websites. You agree to comply with all applicable copyright and other laws and any additional copyright notices or restrictions contained in the Service and Websites. All present and future rights to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any kind under the laws of any governmental authority, domestic or foreign, including rights in applications and registrations related to the Service and Websites, shall remain the sole and exclusive property of Smartgroups.
8. User Content and Feedback
8.1 User Content and Submissions on the Service
The Service allows you to create tasks and submit related information, texts, files, and other materials (collectively “User Content”) to share with others. User Content submitted or otherwise made available on the Service is subject to the following conditions:
8.2 Free User Content
Free Users retain ownership of User Content they submit to the Service (“Free User Content”). By submitting Free User Content, Free Users grant Smartgroups a license to access, use, copy, reproduce, process, adapt, publish, transmit, and display such content as necessary to provide the Service and as permitted in Smartgroups’ Privacy Policy, including as required by law or in good faith compliance with legal processes. We reserve the right to remove any Free User Content that violates these Terms or is otherwise objectionable at Smartgroups’ sole discretion.
8.3 Managed User Content on the Service
User Content submitted by Managed Users to the Service constitutes Customer Data, which is owned and controlled by the Customer in accordance with the Customer Agreement.
8.4 Feedback
The Service and Websites may provide features that allow you to submit comments, information, and other materials (“Feedback”) to Smartgroups or share such Feedback with other users or the public. Smartgroups may use Feedback you submit for any purpose without compensation or obligation to you. We reserve the right to remove any Feedback posted in our public forums for any reason at our sole discretion.
8.5 Representations Regarding User Content and Feedback
You represent and warrant that you hold all necessary rights to submit User Content and Feedback without infringing or violating the rights of any third party. You acknowledge that Smartgroups does not control and is not responsible for User Content or Feedback and that you may encounter User Content or Feedback from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable through your use of the Service and Websites.
9. Warranties, Disclaimers, and Limitations of Liability
The service, websites, and user content—whether provided by Smartgroups, its licensors, its suppliers, or users—and any other information available through the service and websites are provided “as is” without any warranties, representations, conditions, or guarantees of any kind, whether express or implied. This includes, but is not limited to, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement. All such warranties are disclaimed to the fullest extent permitted by applicable law.
Smartgroups makes no warranty that:
- Information available on the service and websites is error-free.
- Functions or features (including upload and download mechanisms) will be uninterrupted, secure, or error-free.
- Errors will be corrected.
- The service and websites or servers are free of viruses or harmful components.
In no event shall Smartgroups, its affiliates, or any of their respective directors, officers, employees, agents, or representatives be liable for special, incidental, consequential, or punitive damages (including, but not limited to, loss of profits, data, or use, or the cost of substitute goods or services) arising out of or related to the service and websites, even if advised of the possibility of such damages. Smartgroups’ total liability shall not exceed EUR 100.
10. Indemnification
You agree to indemnify, defend, and hold harmless Smartgroups, its affiliates, and their respective officers, directors, employees, members, shareholders, contractors, or agents from any claims or demands, including reasonable attorneys’ fees, arising out of your use of the service and websites, your violation of these terms, your user content, or your infringement of the rights of any third party.
11. Third-Party Links, Services, and Websites
The Service and Websites may include information and content from third parties, including links to third-party websites and resources. Smartgroups is not responsible for and will not be liable for any damages or losses arising from the use of third-party content, services, or websites, including their availability or practices.
12. General Provisions
12.1 Changes to the Service
Smartgroups reserves the right to modify or discontinue the Service and Websites at any time without notice.
12.2 Governing Law
These Terms are governed by the laws of Germany, except where local laws provide otherwise.
12.3 Dispute Resolution
Before taking formal action, you agree to contact us at support@smartgroups.io to resolve disputes informally.
12.4 No Waiver
Failure to enforce any provision of these Terms does not constitute a waiver of that provision.
12.5 Entire Agreement
These Terms represent the complete agreement between you and Smartgroups.
13. Questions
If you have questions about these Terms, contact us at support@smartgroups.io