StrixInbox Terms of Use

StrixApps is a modular ecosystem of business applications developed and marketed under Hivestrix, the technology and commercial brand of OPRA Sociedad Anónima, corporate ID (cédula jurídica) 3-101-248847. OPRA Sociedad Anónima is the legal entity responsible for the commercial, contractual and operational administration of the service.

For the purposes of these Terms of Use, references to “Opra”, “Hivestrix”, “StrixApps”, “the platform”, “the system”, “the modules”, “the Service”, “we”, “us” or “our” shall be understood as references to OPRA Sociedad Anónima, in its capacity as the entity operating the service.

These Terms of Use (the “Terms”) constitute a legally binding agreement between OPRA Sociedad Anónima and the natural or legal person who accesses, contracts or uses StrixApps. They must be read jointly and as an integrated whole with the Privacy Policy and the StrixInbox Data Deletion Policy, which form an inseparable part of these Terms.

By registering for, accessing, installing, integrating, configuring or using StrixApps or any of its modules, by any means and to any extent, you represent that you have read, understood and agreed to be fully bound by these Terms and by the Privacy Policy.

If you accept these Terms on behalf of a company, organization or other entity, you represent and warrant that you have sufficient and current authority to bind that entity, and that the entity is bound by these Terms. In that case, references to “you”, “the Customer” or “the customer company” shall include that entity and the users acting under its account.

If you do not agree with all of these Terms, you must not access or use StrixApps. Continued use of the Service constitutes ongoing acceptance of these Terms and of their current updates.

For the purposes of these Terms, the following terms shall have the meanings indicated, without prejudice to other definitions contained in the Privacy Policy:

• StrixApps / the platform / the Service: the modular ecosystem of business applications operated by OPRA Sociedad Anónima under the Hivestrix brand, including its common core, modules, web panels, interfaces, artificial intelligence features, integrations, APIs, documentation and associated services.
• Module: each functional application of the ecosystem that can operate independently or in an integrated manner, including, among others, communication, automation, support, billing, analytics, team management, StrixInbox and any other current or future module.
• Common core: the shared layer responsible for general functions such as authentication, user management, permissions, company configuration, security, account administration, customer identification, activity logs and connections between modules.
• Customer / customer company: the company or organization that contracts, activates or uses one or more StrixApps modules.
• User / Operator: any person authorized by the Customer to access and operate the platform under the Customer's account.
• End user / End customer: any person who interacts with the customer company through a connected module or channel, including, among others, contacts, prospects, customers, suppliers or collaborators of the customer company.
• Customer Content: all data, messages, files, contacts, catalogs, documents, commercial, financial, employment and operational records and any other information that the customer company uploads, generates, transmits or processes through StrixApps.
• StrixInbox: the module of the ecosystem intended for managing conversations and customer service through authorized messaging channels.
• WhatsApp Platform: the WhatsApp Business Platform (Cloud API) operated by Meta Platforms, Inc. and its affiliates (“Meta”).
• Underlying providers: the third parties whose services are necessary or complementary to operate the platform, including, among others, Meta, Google, Amazon Web Services and other infrastructure, storage, messaging, payment, authentication and artificial intelligence providers.

StrixApps is an ecosystem of business applications that can operate independently or together. Each module performs a specific function and may operate on a shared common core, depending on the modules contracted, the configuration selected and the permissions defined by each customer company.

When a customer company contracts several modules, they may exchange the information necessary to allow integrated operation, under the terms described in the Privacy Policy. StrixInbox, when used to manage messaging channels such as the WhatsApp Cloud API, makes it possible to receive incoming messages through webhooks, organize conversations, assign operators, apply artificial intelligence assisted automation and send authorized responses from the company to the end user.

The Service is offered “as is” and “as available” and is in continuous evolution. Opra may add, modify, suspend, limit or discontinue modules, functions or features, in accordance with section 20, without this giving rise to any obligation to compensate, except as expressly agreed in a contract or service order.

StrixApps may be provided under different hosting arrangements, as agreed with each customer company:

• Customer's own infrastructure. Default arrangement. The system is installed or runs on the Customer's infrastructure, the data remains within its environment and the Customer is solely responsible for its administration, security, backup and availability, except for the technical support expressly contracted.
• Opra's own servers. When the Customer expressly requests or accepts it, Opra may host and process the necessary data on its own infrastructure, solely to provide the contracted Service.
• Managed cloud hosting. In fully managed deployments, Opra may use Amazon Web Services (AWS) or another infrastructure provider. The provider and hosting region may be negotiated with the Customer and will be set out in the contract or service order.

The specific arrangement for installation, storage, backup, technical access, service levels and infrastructure administration will be defined in the corresponding commercial proposal, contract, service order or agreement. In the event of a conflict between these Terms and such agreement, the agreement shall prevail as to what is expressly agreed therein.

Where hosting involves the processing of personal data outside Costa Rica, the provisions of the Privacy Policy on international transfers shall apply.

To use StrixApps, the Customer must provide truthful, complete and up to date information, and keep it current throughout the relationship. The Customer is responsible for the accuracy of the registered information and for the consequences of false, incomplete or outdated information.

The Customer is solely responsible for the confidentiality of its access credentials and those of its Operators, as well as for all activity carried out under its account, whether or not authorized by it. The Customer must immediately notify Opra of any unauthorized use, improper access or security breach of which it becomes aware.

The Customer is responsible for properly managing its Users, passwords, roles, internal permissions and usage policies within the platform, and for promptly revoking access that is no longer authorized. Opra shall not be liable for losses arising from the misuse of credentials, poor permission management or the Customer's lack of diligence in protecting its access.

Where the use of a module requires accounts or credentials from underlying providers, including, in the case of StrixInbox, a valid WhatsApp Business account and a valid Meta Business account, the Customer must have them, keep them in good standing and comply with the applicable requirements of those providers.

Subject to full compliance with these Terms and, where applicable, payment of the corresponding fees, Opra grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to access and use the contracted StrixApps modules, for internal purposes of business management and serving its end users, during the term of the contract and within the scope of the permissions and configuration enabled.

This license does not confer on the Customer any ownership rights in the Service or its components. All rights not expressly granted are reserved to Opra and its licensors.

The Customer and its Users undertake to use StrixApps lawfully, diligently and in accordance with these Terms, the Privacy Policy, the policies of the underlying providers and applicable law. In particular, the Customer and its Users undertake not to:

• Use the Service, and in particular StrixInbox, to send unauthorized bulk messages, spam, unsolicited advertising, impermissible promotions or any communication directed at persons who have not initiated the conversation or previously authorized contact.
• Transmit, store or process content that is unlawful, defamatory, fraudulent, misleading, discriminatory or obscene, that incites violence, that constitutes harassment or that infringes the rights of third parties, including intellectual property, honor, image, privacy or data protection rights.
• Collect, upload or process personal data without the legal basis, consent or authorizations required by applicable law.
• Violate the WhatsApp Business Messaging Policies, Meta's Commercial Terms, the quality, template and messaging window policies, or any other policy of the underlying providers.
• Attempt to breach, circumvent or compromise the security, integrity or availability of the Service; access or attempt to access data, accounts or environments of other customer companies; or circumvent isolation, authentication or permission controls.
• Reverse engineer, decompile, disassemble or attempt to extract the source code, architecture or algorithms of the Service, except to the extent strictly permitted by mandatory, non-waivable law.
• Introduce malicious code, viruses, trojans, overload mechanisms, unauthorized scraping techniques, bots or any means that interferes with the normal operation of the platform or its infrastructure.
• Use the Service to develop, train or improve competing products or services, or for unauthorized benchmarking.
• Resell, rent, assign, sublicense, lend or make the Service available to third parties, in whole or in part, without the prior written authorization of Opra.
• Use the Service in any manner prohibited by applicable law or by the policies of the underlying providers.

The Customer acknowledges that these prohibitions are essential and that their breach constitutes serious cause permitting immediate suspension or termination in accordance with section 19, without prejudice to any applicable legal actions and right to indemnification.

The Customer is solely responsible for:

• Ensuring that all data entered into StrixApps has been lawfully obtained and that it has the authorizations, notices and consents necessary for its processing.
• Complying with applicable law on data protection, privacy, commerce, invoicing, employment relations, electronic communications and any other regulations relevant to its activity.
• Obtaining and keeping the opt-in and authorizations of its end users to communicate with them through the connected channels, in particular WhatsApp, and informing them of the processing of their data as appropriate.
• Properly configuring the contracted modules, defining appropriate permissions, avoiding the entry of unnecessary or excessive information and keeping the information it manages up to date.
• Handling the requests and exercise of rights of its end users, in its capacity as the party directly responsible for the relationship with them, with the reasonable assistance of Opra.
• Supervising the use its Users make of the platform and being liable for their acts and omissions as if they were its own.

With respect to Customer Content that includes personal data of end users, the customer company acts as the controller and Opra acts as the technology provider or processor, processing such data on behalf of and under the instructions of the Customer, under the terms and within the scope described in the Privacy Policy.

The Customer warrants that it has a legal basis for processing the Customer Content and that it has fulfilled its duties of information and consent toward its end users. Opra will process the Customer Content solely to provide the Service, offer authorized support, maintain security, comply with legal obligations or follow instructions authorized by the Customer.

When Opra receives a request from an end user concerning data processed by a customer company, it may forward that request to the corresponding customer company, as it is the party directly responsible for the relationship with the data subject.

The Customer acknowledges and agrees that certain functions of the Service, in particular messaging through StrixInbox, are provided through Meta's WhatsApp Platform and other underlying providers, and that their use is subject to the terms, policies and decisions of those providers, which may change at any time and are beyond Opra's control.

Opra does not guarantee the continuous availability, quality or permanence of the services of the underlying providers, and shall not be liable for their decisions, including, among others, quality limitations, messaging restrictions, blocks, suspensions, API changes, fee increases or discontinuation of services. Any interruption, degradation or change attributable to an underlying provider shall not constitute a breach by Opra.

Tokens, keys and connection credentials for underlying providers are stored encrypted and used solely to provide the contracted Service, in accordance with the Privacy Policy.

Certain modules, and in particular StrixInbox's automated customer service, may use proprietary or third party artificial intelligence models (currently Google Gemini, from Google LLC) to assist in customer service, generating responses or processing information. This artificial intelligence processing occurs only when the corresponding feature is enabled by the customer company; while it is disabled, conversation content is not sent to any artificial intelligence provider.

The Customer acknowledges and agrees that results generated by artificial intelligence may contain errors, inaccuracies, omissions or unexpected results; they are provided without any guarantee of accuracy, completeness or fitness, and do not replace human judgment or professional advice. The Customer is solely responsible for properly configuring the artificial intelligence features, supervising their operation, reviewing responses where appropriate and enabling intervention or handover to a human operator.

Opra shall not be liable for decisions that the Customer or its Users make based on results generated by artificial intelligence, nor for the consequences of such results toward end users or third parties.

StrixApps, the common core, the modules, the software, the source and object code, the architecture, the designs, the interfaces, the Hivestrix brand, the module names, the logos, the documentation and all associated intellectual and industrial property rights are the exclusive property of OPRA Sociedad Anónima or its licensors, and are protected by applicable law. These Terms do not transfer to the Customer any intellectual property rights, except for the limited license of use in section 6.

Customer Content is and will remain the property of the Customer or the corresponding rights holders. The Customer grants Opra a limited, non-exclusive, worldwide license to host, process, transmit, back up and display such content for the sole purpose of providing, maintaining and protecting the Service.

The Customer may provide comments, suggestions or improvement proposals. Opra may use them freely, without restriction, obligation or consideration, to develop and improve the Service, without this conferring on the Customer any right to the resulting improvements.

Each party will treat as confidential the non-public information of the other party to which it has access by reason of the relationship. Opra will treat as confidential the business, commercial, financial, employment, operational, administrative and technical information uploaded by the Customer to StrixApps, limiting access to such information to cases necessary to provide the Service, offer authorized support, maintain security, comply with legal obligations or follow the Customer's instructions.

The confidentiality obligations do not apply to information that is or becomes public through no fault of the receiving party, that was already legitimately known, that is independently developed or whose disclosure is required by law or a competent authority, in which case only the minimum necessary will be disclosed.

Access to StrixApps modules is subject to the fees, plans, billing frequency, currency and financial terms set out in the contract, commercial proposal or service order entered into with each customer company. Unless otherwise stated in that document, prices are expressed in United States dollars and do not include value added tax or any other applicable tax, withholding or charge, which shall be borne by the Customer.

Except as required by mandatory law or expressly agreed otherwise, amounts paid are non-refundable. Opra may update its fees as agreed, giving the agreed notice and, in the absence of agreement, at least thirty (30) calendar days' notice before the renewal of the corresponding billing period.

Total or partial non-payment entitles Opra to suspend or restrict access to the Service, after notice to the Customer, without prejudice to collecting the amounts owed and any default interest and collection costs applicable under applicable law.

Opra will endeavor to keep the Service reasonably available, but does not guarantee uninterrupted, timely, secure or error free operation. The Service may be affected by factors beyond Opra's reasonable control, including failures of underlying providers, network outages, attacks or force majeure events.

Opra may carry out scheduled or emergency maintenance, as well as updates, fixes and technical changes, seeking to reduce the impact on the Service.

Technical support is provided through the email [email protected] and the phone number +506 6059 0207. Support hours, response times and, where applicable, service levels (SLA) will be provided as agreed in the contract or service order. In the absence of an express agreement, support is provided on business days in Costa Rica and without a guaranteed response time commitment.

To the maximum extent permitted by applicable law, StrixApps and all its modules are provided “as is” and “as available”, without warranties of any kind, express or implied, including, without limitation, warranties of merchantability, fitness for a particular purpose, accuracy, quality, non-infringement, availability, security or absence of errors.

Opra does not warrant that the Service will meet all of the Customer's requirements or expectations, that it will operate uninterrupted or error free, that the results will be accurate or reliable, that defects will be corrected, or that integration with underlying providers will work without interruption. No information or advice, oral or written, obtained from Opra or through the Service shall create any warranty not expressly provided for in these Terms.

To the maximum extent permitted by applicable law:

• Opra, its affiliates, licensors, directors, employees and suppliers shall not be liable for indirect, incidental, special, punitive, exemplary or consequential damages of any kind, nor for lost profits, loss of revenue, loss of business opportunities, loss of goodwill, loss of data, business interruption or reputational harm, regardless of the theory of liability and even if advised of the possibility of such damages.
• Opra's total, cumulative and aggregate liability arising from or related to the Service and these Terms, for any cause and under any theory of liability, shall not exceed the amount actually paid by the Customer to Opra for the Service during the twelve (12) months immediately preceding the event giving rise to the claim.
• Opra shall not be liable for damages, losses or breaches attributable to underlying providers, the Customer's infrastructure, misuse of the Service, poor management of credentials or permissions, the Customer Content or the acts or omissions of the Customer, its Users or its end users.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable mandatory law, including, where applicable, liability arising from willful misconduct. The limitations in this section reflect a reasonable allocation of risk and constitute an essential element of the agreement between the parties.

The Customer shall defend, indemnify and hold harmless OPRA Sociedad Anónima, Hivestrix and their affiliates, directors, employees, licensors and suppliers from and against any claim, demand, action, penalty, loss, damage, liability, cost or expense (including reasonable legal fees) arising from or related to: (i) the use of the Service by the Customer or its Users in breach of these Terms, the Privacy Policy or applicable law; (ii) the Customer Content and its processing; (iii) the breach of the Customer's obligations toward its end users, including those relating to consent, opt-in and data protection; (iv) the breach of the policies of the underlying providers, including those of Meta; or (v) the infringement of third party rights arising from the Customer's use of the Service.

The Customer may terminate the relationship and request cancellation of the Service by written notice to [email protected] at least thirty (30) calendar days in advance, without prejudice to any different timeframes and conditions agreed in the contract or service order. Cancellation does not give rise to a refund of amounts already accrued.

Following termination, the Customer will have thirty (30) calendar days to request the export of the Customer Content held in Opra's custody. After that period, the Customer Content will be deleted or anonymized in accordance with the Privacy Policy and the StrixInbox Data Deletion Policy, unless there is a legal, contractual or technical obligation to retain it.

Opra may suspend, restrict or terminate, in whole or in part, the Customer's access to the Service, with or without prior notice depending on the seriousness of the case, in any of the following circumstances: breach of these Terms or the Privacy Policy; risk to the security, integrity or availability of the platform or third parties; a legal requirement or a request from a competent authority; a request or decision of an underlying provider; non-payment; or use of the Service that may cause harm to Opra, other customer companies or third parties.

Upon termination of the relationship, the license of use will cease immediately and the Customer must stop all use of the Service. When an account of a connected channel is disconnected or upon a valid deletion request, the associated data will be handled as described in the StrixInbox Data Deletion Policy. Provisions that by their nature must survive termination, including those relating to intellectual property, confidentiality, warranties, limitation of liability, indemnification and governing law, will remain in force.

Opra may modify, update, expand, limit or discontinue the Service, its modules or its functions at any time, to reflect legal, technical, operational, commercial or underlying provider changes, or to incorporate new modules, integrations or features.

Opra may likewise modify these Terms. The current version will be published with its update date. Material changes will be communicated through reasonable means at least thirty (30) calendar days before they take effect. Continued use of the Service after the changes take effect constitutes acceptance of the modified Terms. If the Customer does not agree with the modifications, its sole remedy is to stop using the Service and request cancellation in accordance with section 19.

These Terms, as well as any dispute arising from or related to them or to the Service, shall be governed by and construed in accordance with the laws of the Republic of Costa Rica, without regard to its conflict of laws rules.

The parties will endeavor to resolve any dispute in good faith through direct negotiation for a period of thirty (30) calendar days from written notice of the dispute. If no solution is reached, the dispute will be submitted to the competent courts of San José, Costa Rica, to whose jurisdiction the parties expressly submit, waiving any other venue that may correspond to them, unless mandatory law provides otherwise.

• Assignment. The Customer may not assign or transfer these Terms, or the rights or obligations arising from them, without the prior written consent of Opra. Opra may assign them, in whole or in part, to an affiliated or successor entity, including a transfer in the context of a reorganization, merger or sale of assets.
• Severability. If any provision of these Terms is declared invalid, illegal or unenforceable, that provision will be interpreted or replaced to the extent necessary to reflect the intention of the parties, and the remaining provisions will remain in full force and effect.
• No waiver. Opra's failure to exercise or enforce any right or provision shall not constitute a waiver of that right or provision or of its future exercise.
• Force majeure. Opra shall not be liable for delay in or failure to perform its obligations where due to causes beyond its reasonable control, including failures, decisions or suspensions of underlying providers (such as Meta, Google or Amazon Web Services), network or power outages, cyberattacks, acts of authority, labor disputes or force majeure events.
• Relationship between the parties. These Terms do not create any partnership, agency, employment, franchise or joint venture relationship between the parties. Neither party may bind the other toward third parties.
• Notices. Communications will be made to the contact addresses designated by the parties. Communications from Opra to the Customer may be made through the platform, by email or through the registered contact channels. Communications from the Customer to Opra shall be addressed to [email protected].
• Entire agreement. These Terms, together with the Privacy Policy, the StrixInbox Data Deletion Policy and, where applicable, the contract, commercial proposal or service order entered into with the Customer, constitute the entire agreement between the parties regarding the Service and supersede any prior agreement or understanding on the same subject matter.
• Precedence and language. In the event of a conflict, the signed contract or service order shall prevail, followed by these Terms and then the Privacy Policy, as applicable to each matter. The Spanish version of these Terms shall prevail over any translation.

For inquiries related to these Terms of Use, you may write to:

OPRA Sociedad Anónima, Hivestrix brand · StrixApps Corporate ID (cédula jurídica): 3-101-248847 Address: San Isidro de Heredia, Bodegas El Trapiche #1, Heredia, Costa Rica Email: [email protected] Phone: +506 6059 0207