1. Definitions
- "Converxio", "we", "our": IADS Solutions LLC, a company incorporated in the State of Florida (USA), with offices at 8325 NE 2nd Ave, Suite 349, Miami, FL 33138, USA, the company that provides the Service.
- "Service": the conversational CRM platform over WhatsApp and the related tools accessible from https://app.converxio.app.
- "Customer", "you", "your": the company or individual that contracts the Service.
- "End User" or "Contact": the individual to whom the Customer sends, or from whom the Customer receives, messages through the Service.
- "Customer Data": the information the Customer uploads to the Service (contacts, messages, settings).
2. Acceptance
By creating an account, contracting the Service or using the platform in any way, you accept these Terms. If you accept them on behalf of a company, you represent that you have the authority to do so.
3. Description of the Service
Converxio provides:
- A SaaS platform for managing WhatsApp Business conversations.
- A connection to the WhatsApp Business Cloud API through a technology provider authorized by Meta.
- A per-tenant artificial intelligence agent that answers, qualifies, books and follows up, with human review and control.
- A CRM for contacts and conversations, with a knowledge base per customer.
- Reports and analytics.
- (Optional) "Done For You" (DFY) services operated by our team.
The specific scope of features depends on the plan contracted (see pricing or your invoice).
4. Customer Account
4.1 Registration
- The Customer must provide truthful information and keep it up to date.
- An individual must be of legal age in their jurisdiction (≥ 18 years).
- The Customer is responsible for the confidentiality of their credentials.
4.2 Security
- Passwords of at least 8 characters, with an uppercase letter, a number and a symbol, are recommended.
- The Customer must immediately notify any unauthorized access to their account.
- Converxio assumes no responsibility for losses arising from shared or weak credentials.
5. Acceptable use
The Customer may not use the Service to:
- Send SPAM or unsolicited messages to contacts without prior consent.
- Distribute illegal content (child sexual abuse material, terrorism, fraud, etc.).
- Impersonate third parties.
- Violate the WhatsApp / Meta terms.
- Reverse engineer, decompile or attempt to access the source code.
- Intentionally overload the infrastructure (DoS, abusive scraping).
- Share a single account between different companies (one account = one Customer).
- Resell the Service without a partner agreement signed with Converxio.
- Access or use the Service from —or for the benefit of— countries, territories or persons subject to U.S. sanctions or embargoes (e.g. Cuba), or listed on restricted-party lists.
Sanctions compliance (OFAC). The Service is operated by a U.S. company and is subject to U.S. export-control and sanctions laws. The Customer represents and warrants that neither it, nor its owners, nor its end contacts are located in a sanctioned country or territory or on a restricted-party list, and that it will not use the Service for their benefit.
6. Responsibility for end contacts
The Customer represents and warrants that they:
- Have the prior, express and documented consent of each contact they message through the Service.
- Comply with applicable data protection law (LGPD, Law 1581, GDPR, etc.) in their role as Data Controller.
- Offer their contacts a visible "do not contact again" (opt-out) option.
- Keep a record of the lawful basis for each communication.
- Comply with WhatsApp's and Meta's policies (including the WhatsApp Business Terms and the Commerce Policy): obtain the required opt-in, respect the 24-hour service window and provide a path to "talk to a person".
- For communications with contacts in the United States, comply with the TCPA and CAN-SPAM (prior consent and an opt-out option).
- Where applicable law requires it, disclose to their contacts that they are interacting with an automated assistant.
Converxio acts as Data Processor over the end contacts' data and is not directly liable to them. Any claim from an end contact is the Customer's primary responsibility. If Converxio receives a legal notice from an end contact, it will notify the Customer, cooperate reasonably and may bill the Customer for the costs of the legal response.
7. Payments and billing
7.1 Plans
- Prices are stated in USD or in the Customer's local currency, as specified at contracting.
- They may be monthly, annual or one-time depending on the plan.
- The Service is prepaid: the Customer pays before receiving the service period.
7.2 AI usage (PTT)
The use of artificial intelligence is billed via Transparent Token Passthrough (PTT): the Customer pays the AI providers' cost from their balance (wallet), with no markup from Converxio. If the balance reaches zero or the configured cap is reached, the AI agent pauses gracefully before generating additional cost.
7.3 Payment methods
- Credit or debit card via payment gateway.
- Bank transfer (annual or DFY plans).
- Other methods (PayPal, MercadoPago, Stripe) depending on the jurisdiction.
7.4 Automatic renewal
Subscriptions renew automatically. The Customer may cancel at any time from Settings → Subscription, effective at the end of the paid period (no partial refunds).
7.5 Late payment
- If a payment fails, we notify the Customer and retry up to 3 times within 7 days.
- After 7 days overdue: account suspended (read-only).
- After 30 days: termination. Data is kept for a further 30 days for possible reactivation.
- After 60 days total without payment: irreversible deletion (except tax data required by law).
7.6 Price increases
We will give 30 days' notice for monthly prices and 60 days for annual ones. If the Customer does not accept, they may cancel without penalty before the next renewal.
8. Intellectual property
- Service code: the exclusive property of Converxio / IADS Solutions LLC and its licensors.
- Customer Data: is and remains the Customer's. Converxio claims no ownership over it.
- Aggregated learning: Converxio may generate and use aggregated, anonymized metadata and statistics (never the content of messages nor data identifying the Customer or the end contacts) to operate and improve the Service, in accordance with the Privacy Policy.
- Brand: use of the Converxio brand or logos without written authorization is prohibited.
- Feedback: if the Customer suggests improvements, Converxio may implement them with no obligation of payment or attribution.
9. Availability (SLA)
9.1 Uptime commitment
- Core service (web + API): 99.5% monthly.
- WhatsApp messaging: subject to the availability of Meta and of our messaging provider, not directly controllable by Converxio.
9.2 Maintenance
Scheduled maintenance is announced at least 48 hours in advance. Emergencies are communicated through the official channels.
9.3 Compensation
If we fail to meet the 99.5% monthly target, the Customer may request a credit proportional to the unavailable time (no cash refund). Scheduled maintenance, failures of Meta / external providers and force majeure are excluded.
10. Support
- CRM Vivo: email on business days, response within 48 h.
- Autopilot Ready / Growth Operator: email + internal WhatsApp, response within 24 business hours.
- DFY Revenue Partner: direct support from the Converxio team per contract.
11. Confidentiality
Both parties undertake to keep confidential any non-public information received in the context of the Service, even after the contract ends (5 years).
12. Limitation of liability
Service "as is": the Service is provided "as is" and "as available". To the extent permitted by law, Converxio makes no implied warranties of merchantability or fitness for a particular purpose, and does not guarantee commercial results (sales, conversions, bookings or revenue): the Service is a tool, not a promise of outcome.
Nature of artificial intelligence: the AI agent generates responses automatically and may contain errors or inaccuracies. The Service operates on a human-review-and-control basis (reviewer-first); the Customer is responsible for supervising and approving the communications and decisions the AI prepares. Converxio is not liable for damages arising from AI-generated content where the Customer had the ability to review it.
In addition, under no circumstances shall Converxio be liable for:
- Indirect damages, lost profits or loss of opportunity.
- Damages arising from WhatsApp bans due to improper use of the Service.
- Loss of data when Converxio complied with the contracted backup measures.
- Actions of Meta, the AI providers, ISPs or other external providers.
- Messaging delays attributable to the WhatsApp network.
Maximum aggregate liability cap: Converxio's total, aggregate liability to the Customer is limited to the total amounts actually paid by the Customer in the 12 (twelve) months preceding the event giving rise to the claim. This cap does not apply to liability for willful misconduct, fraud, personal injury or a serious breach of data protection law by Converxio, nor where the applicable mandatory law does not permit its limitation.
13. Indemnification
The Customer shall indemnify Converxio against any third-party claim arising from:
- Use of the Service in violation of these Terms.
- Content sent by the Customer (messages, files).
- Lack of consent from end contacts.
- Infringement of third-party intellectual property by the Customer.
14. Termination
14.1 By the Customer
At any time from Settings → Cancel subscription. Effect: end of the paid period.
14.2 By Converxio
For good cause, with 7 days' notice: payment overdue by more than 30 days, breach of acceptable use (section 5) or court order. Without good cause, with 90 days' notice.
14.3 Effects
- The Customer may export their data during the 30 days following termination.
- After 30 days, data is irreversibly deleted (except where required by law).
- Clauses that by their nature survive (confidentiality, intellectual property, limitation of liability, jurisdiction) remain in force.
15. Changes to the Terms
Converxio may amend these Terms and will notify substantial changes by email with 30 days' notice. Continued use after the effective date implies acceptance. If the Customer does not accept, they may cancel without penalty before that date.
16. Governing law and dispute resolution
16.1 Governing law
These Terms are governed by the laws of the State of Florida, United States, without application of its conflict-of-law rules.
16.2 Informal resolution first
Before initiating any formal action, the parties will attempt to resolve the dispute in good faith for 60 days from written notice to the other party.
16.3 Binding arbitration
If the dispute is not resolved within that period, it will be submitted to binding, individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect, seated in Miami-Dade County, Florida, in Spanish or English. The award will be final and enforceable before any competent court, including enforcement in the Customer's country under the New York Convention.
16.4 Class action waiver
To the extent permitted by law, disputes will be resolved on an individual basis only. Neither party may act as a plaintiff or member in a class, consolidated or representative action, and the arbitrator may not consolidate the disputes of multiple persons into a single proceeding.
16.5 Exceptions
Either party may nonetheless bring qualifying claims in a small-claims court, and seek injunctive relief from a court to protect its intellectual property, confidentiality or data security.
16.6 Right to opt out of arbitration
The Customer may reject the arbitration and class-action-waiver clauses by notifying us in writing at support@converxio.app within 30 days of accepting these Terms. In that case, disputes will be submitted to the competent courts of Miami-Dade County, Florida.
16.7 Consumers and the European Union
The arbitration and class-action-waiver clauses do not apply where the Customer's mandatory law prohibits them. Consumers and customers in the EU / Spain retain the rights and forums their law guarantees them; for them, the GDPR standard clauses additionally apply.
17. General provisions
- Entire agreement: these Terms + the signed order form or invoice constitute the entire agreement.
- Severability: if any clause is declared invalid, the remaining clauses stay in force.
- No assignment: the Customer may not assign this contract without Converxio's written consent.
- Subprocessing: Converxio may subcontract parts of the Service, with a DPA for each subprocessor.
- Force majeure: neither party shall be liable for failures caused by events beyond its reasonable control (natural disasters, third-party provider failures, network or power outages, cyberattacks, acts of authority or regulatory changes).
- Language: the Spanish version prevails over any translation, including this one.
18. Contact
- Email: support@converxio.app
- Phone / WhatsApp: +1 786 852 5626
- Address: IADS Solutions LLC — 8325 NE 2nd Ave, Suite 349, Miami, FL 33138, USA.