Terms and conditions

These Terms and Conditions have been drafted by "yavendió! LLC" (hereinafter "YAVENDIO"), a platform with Employer Identification Number (EIN) No. 98-1811751.

For the purposes of this document, when we use the terms "us," "we," or otherwise speak in first person, we are referring to YAVENDIO as a whole. Terms such as "the user" or "users" shall be understood as referring to any individuals other than YAVENDIO who accept these Terms and Conditions.

To use the service and access the platform, the user confirms that they have read and accepted the Terms and Conditions and Privacy Policy.

About YAVENDIO

YAVENDIO is a company that provides software services for sales-conversion automation powered by artificial intelligence.

Definitions

Service: set of activities and features provided by YAVENDIO through the Platform. The Service is divided into two stages:

• Implementation Service: refers to the one-time service that YAVENDIO provides to the User with the aim of integrating the software with the User's portfolio of products or services that are sold or offered to third parties, and information or communication methods used by the User to interact with said third parties.
• Subscription Service: refers to the recurring service offered by YAVENDIO after the Implementation Service. It enables the User to maintain a certain number of automated conversations with third parties through the software to facilitate the conversion of those interactions into sales of the products or services offered by the User.
• Platform: software or system for sales management and customer support, accessible through https://ya.onl/.
• Website: website managed by YAVENDIO (https://www.yavendio.com/) through which Users may create an account to access YAVENDIO's service.
• User: any natural or legal person who contracts YAVENDIO's Services to use the Platform.

About YAVENDIO's website

An informational website providing details about our application and the services is available for the User. The website also allows the User to contact us with any questions or inquiries they may have. The website is hosted at the following link: https://www.yavendio.com/.

About the services provided through the Platform

YAVENDIO provides the User with a technological Platform for sales management and customer support. The Platform includes — and may include — features such as WhatsApp message management, customer filtering, appointment scheduling, among others.

Depending on the plan contracted, the Platform includes, among others, the following features:

• Sales Management and Support via WhatsApp: comprehensive messaging management, including customer filtering and segmentation, and appointment scheduling directly within the conversational flow.
• Artificial Intelligence-Powered Virtual Salesagent (sales chatbot): creation and training of a virtual agent for initial order handling, detection of relevant keywords, and automated handoff to a human advisor when the interaction requires it.
• Qualification and Follow-up of Potential Customers: classification of customers according to their level of interest (cold, warm, hot) and follow-up management within the 24-hour window following the initial contact.
• Automated Conversational Sales Flows: implementation of optimized conversation sequences that guide the customer from the initial greeting to payment completion, facilitating integration with multiple payment methods.
• Customized Catalog and Promotions: creation of specific flows that enable the presentation of the product catalog, the application of upselling techniques, and the distribution of promotions.
• Control Panel and Analytics: access to an analytics dashboard for tracking and monitoring operational performance.
• Product and Conversations Management: ability to manage products and conversations within the limits of the contracted plan, as published on the pricing page.
• Integrations and API (Application Programming Interfaces) Access: possibility of integration with other platforms and payment services for an additional cost that varies by case.
• Availability and Support: guaranteed operational availability of the Service 24 hours a day, 7 days a week, 365 days a year, and defined technical-support response times, with 99.5% monthly uptime, excluding:

• Scheduled maintenance windows notified 72 hours in advance.
• Interruptions caused by third-party infrastructure providers, including but not limited to: hosting and cloud services (AWS, Google Cloud, Azure, etc.), WhatsApp Business API / Meta Cloud API, artificial-intelligence model providers, telecommunications services, payment gateways, and any other external provider on which the Service depends.
• Force majeure events, DDoS attacks, User connectivity issues, or User actions.

Registration

To use the Platform, the User must create an account by providing true, accurate, current, and complete personal information, including their full name, email address, phone number, and, if applicable, any other relevant information that the platform may require. By registering, the User declares that they have the legal capacity to enter into contracts in accordance with the applicable legislation of the country where they are located and that they accept these Terms and Conditions and the Privacy Policy.

Consideration

The User agrees to pay a fee for the use of the Service. Billing will be issued electronically, and payment will be made through the means enabled by YAVENDIO. The fee is non-refundable, except in those cases expressly agreed upon in a separate contract for specific plans negotiated with YAVENDIO's sales team.

Access to and use of the Platform is provided under the subscription plan selected by the User, with rates in effect at the time of contracting. The consideration includes: (i) a recurring fee (monthly, quarterly, semi-annual, or annual) for licenses, operational limits, and plan features; (ii) variable and/or excess consumption associated with use (e.g., conversations, contacts, storage, bulk messaging); and (iii) any additional services requested by the User (implementations, integrations, custom developments, training), which are quoted and billed separately.

Plans and limits of use

The available plans, their prices, usage limits (for example, conversations and products), and features are those published on YAVENDIO's pricing page (https://www.yavendio.com/us/pricing), in effect at the time of contracting or of each renewal, or those agreed upon in a specific order or contract negotiated with YAVENDIO's sales team, which shall prevail in the event of any discrepancy.

Prices are stated in US dollars (USD) or in the currency shown on the pricing page and exclude sales tax, VAT and any other applicable taxes unless expressly stated otherwise. The minimum subscription term and billing frequency are those of the term the User selects when contracting (for example, 3, 6 or 12 months, billed in advance) or those agreed upon in the specific contract. When the term ends, the subscription renews automatically for an equal term unless the User notifies YAVENDIO before the renewal date that they do not wish to renew.

The contracted price is maintained for the current contracted term. Any change to prices or limits will be communicated to the User at least thirty (30) days in advance and will apply as of the next renewal. If the User does not agree with the change, they may opt not to renew the subscription by notifying YAVENDIO before the renewal date.

Promotions, coupons, discount codes, trial periods and courtesy conversations offered by YAVENDIO are temporary, are governed by the specific conditions communicated when they are granted, and apply only to the period stated; they are neither cumulative nor transferable, and YAVENDIO may limit them to one per account and withdraw them for new subscriptions at any time. When the promotional or trial period ends, the subscription continues on the plan and term chosen by the User, at the current price published on the pricing page for that plan and term, and this neither constitutes a change to the contracted price nor triggers the prior notice described in this section.

When plan limits are exceeded, extra conversations will be charged at the extra-conversation rate of the current plan, as published on the pricing page or agreed upon in the specific contract.

Active Contact definition

For purposes of calculating the limits and consumption established in each Plan, an Active Contact is considered to be any end user (customer) who maintains a conversation on WhatsApp during the current monthly period of the subscription under the following conditions:

Active Contacts that generate consumption:

• Conversations where YAVENDIO's AI Assistant responded to the customer during that monthly period, regardless of whether there was a subsequent response from the end user.
• Conversations where a WhatsApp campaign message was sent (outbound communication) during that monthly period, regardless of whether the end user responded to the received message.

Active Contacts that do not generate consumption:

• Conversations initiated by the User where the AI Assistant remained disabled during the entire interaction, regardless of whether the end user responded or not.
• Conversations initiated by the end user (customer) where they only interacted with the User, without participation of the AI Assistant.
• Conversations initiated by the end user that received no response from either the AI Assistant or the User.
• Conversations migrated from other systems that did not register any type of interaction within the Platform during the corresponding monthly period.

The User acknowledges and accepts that the calculation of Active Contacts will be carried out in accordance with the criteria established herein, considering only interactions that occur within each monthly period of the subscription, regardless of the billing frequency of the contracted term. YAVENDIO will provide consumption reports accessible from the Platform's Control Panel.

The User agrees to comply with the following operational rules for the use of the Platform:

• Limits per monthly period: the limits established for Active Contacts and Products are measured for each monthly period of the subscription, regardless of the billing frequency of the contracted term. Therefore, unused balances or unreached limits within a period are not cumulative or transferable to the next period.
• Exceeding the conversation limits established in the current Plan will result in the application of Charges for Exceeding Conversations in accordance with the unit rate of the current Plan, as published on the pricing page (https://www.yavendio.com/us/pricing) or agreed upon in the specific contract.
• The features, functionalities, type of conversation flow, access to analytics, and support modality are strictly limited to what is established for the current Plan. Request for certain integrations or custom developments may be subject to the contracting of additional services, which will be billed separately, if applicable.

Limits of YAVENDIO's liability

The User acknowledges that:

• The Service is offered "as is", as stated in these Terms and Conditions. YAVENDIO makes no warranties of any kind, including — but not limited to — implied warranties of merchantability and fitness for a particular purpose, except in those cases where specific warranties have been established through a separate contract for specific plans negotiated with YAVENDIO's sales team. Such specific warranties, if any, shall be applicable only under the terms and conditions set forth in said contract.
• The Service and the features provided depend on the plan contracted. The User must review the features contracted in accordance with the plan purchased.
• YAVENDIO operates solely as a provider of sales-management and support software powered by artificial intelligence. It has no control over, nor any responsibility for the products and/or services offered by the User, their prices, stock, descriptions, promotions, terms of sale, quality, safety, or compliance; nor over the performance of orders, the management of collections, refunds, chargebacks, or billing, after-sales service, and the resolution of claims made by third parties. Consequently, YAVENDIO does not control and shall not be liable for any responsibility arising from the contractual relationship derived from each transaction, which is established exclusively between the User and a third party.
• The User shall be solely and exclusively responsible for the use of their account and password.
• YAVENDIO shall not be liable for any administrative, civil, or criminal offenses committed by the User through or in connection with the use of the Platform, including — but not limited to — matters related to consumer protection, advertising, commercial communications, personal data, or intellectual property.
• YAVENDIO shall be exempt from any liability when the performance of its obligations is affected by unforeseeable circumstances or force majeure.
• The User shall hold YAVENDIO, its officers, directors, representatives, and employees harmless from any expenses, claims, penalties, costs — including legal defense fees — or third-party claims for any breach of these Terms and Conditions and other Policies that are understood to be incorporated herein or for the violation of any law or third-party rights.

Rules of conduct

The User agrees to use the Platform, as well as the features enabled on it, and to use the Website in accordance with applicable law, these Terms and Conditions, and in accordance with public order, morality, and good practices.

The User agrees to:

• Use the Platform solely in the manner permitted under these Terms and Conditions.
• Refrain from using the Platform for spam, unsolicited bulk mailings, phishing, or impersonation.
• Not provide false, misleading, malicious, or fraudulent information of any kind.
• Upload only content and data that they own or have authorization to upload (including trademarks, texts, images, catalogs, and documents).
• Not use the Platform for the sale or promotion of goods and/or services that are restricted or prohibited by applicable law.
• Protect their credentials, as any action performed with those credentials is presumed to have been performed by the User.
• Assume sole responsibility toward their customers for sales, delivery, collection, after-sales service, and warranties, bearing in mind that YAVENDIO does not participate in that relationship.

Failure by the User to comply with any of the above conditions, or other provisions contained in these Terms and Conditions, may result in the suspension or termination of the account and, if applicable, the respective report to the relevant authorities.

Security and Personal Data

YAVENDIO shall not be liable for any damages or losses arising from security-related actions that fall under the User's responsibility.

YAVENDIO has a Privacy Policy that forms part of these Terms and Conditions, so we recommend that Users read it before accessing the Platform or using the Service.

Intellectual Property

The User acknowledges that the Platform software, trademarks, domain names, and other distinctive signs available on the Platform and/or Website, as well as other elements that comprise the service, are the exclusive property of YAVENDIO, and that any use thereof is prohibited. Use of the Platform does not transfer any ownership rights over the Software to the User.

The User does not acquire any intellectual property rights through the use of the Platform, nor shall such use be considered an authorization or license to use the Platform for purposes other than those stated in these Terms and Conditions. YAVENDIO grants the User a limited, non-exclusive, non-transferable, revocable, and non-sublicensable license to access and use the Platform solely during the term of their subscription plan.

Failure to comply with the provisions of this section may subject the infringing user to all applicable administrative, civil, or criminal claims, as well as complaints or claims before the competent authorities.

Suspension or Termination of Service

YAVENDIO reserves the right to immediately suspend or terminate the Service in the case of: non-payment, breach of obligations by the User, or any failure to comply with these Terms and Conditions.

In such cases, YAVENDIO may delete all information on the Platform relating to said User and prohibit further access to it or any other Service.

Applicable law and jurisdiction

YAVENDIO's Terms and Conditions and Privacy Policy are governed by Peruvian law.

In the event of any complaint or claim regarding the Service provided by YAVENDIO, it is recommended that the User contacts YAVENDIO directly. If the issue cannot be resolved amicably, the User agrees to submit the dispute to the courts of Lima, Peru, waiving any other jurisdiction.

Amendments and Terms

These Terms and Conditions may be amended at any time. By continuing to use the Service, Platform, and/or Website, the User acknowledges that they agree to such modifications.

Company details in Peru

ZAFIRO TECH S.A.C., identified with RUC No. 20611379014, with registered address at Jr. Johann Sebastian Bach No. 168, Urb. Los Alamos de Santa Teresa, district of Santiago de Surco, province and department of Lima, Peru.