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Términos de Servicio

FelicIA-IA, LLC

Effective Date: March 21, 2026

These Terms of Service ("Agreement") constitute a legally binding contract between FelicIA-IA, LLC, ("FelicIA," "we," "our," or "us"), and the individual or entity accessing or using our services ("Client" or "you"). By accessing our website, subscribing to any plan, or using any FelicIA service, you agree to be bound by this Agreement in its entirety.

If you are entering this Agreement on behalf of a company or organization, you represent that you have the authority to bind that entity to these terms.

1. Company Information

FelicIA-IA, LLC is providing AI-powered chatbot development and automation services. Our registered agent is LegalInc Corporate Services Inc., 131 Continental Dr., Suite 305, Newark, DE 19713. Our primary business operations are conducted globally, a principal place of business in Panama City, Republic of Panama.

Contact: info@felicia-ia.com | Website: felicia-ia.com

2. Services

FelicIA provides white-label AI virtual assistant development, deployment, and support services. Our current service tiers are:

FelicIA Spark — Done-for-you entry-level virtual assistant, WhatsApp or Web, fully managed by FelicIA.

Listo Ya! Pro (Done-For-You) — Full virtual assistant build, integration, and deployment managed by FelicIA.

Listo Ya! Pro + Voice — Includes all Pro DFY services plus voice agent integration.

Basic DIY is no longer actively offered and is available on request only. Existing DIY clients continue under their original terms.

Service scope, deliverables, and limitations for each tier are defined in the applicable Service Agreement or Order Form executed between the parties. In the absence of a separate written agreement, the scope is as described on our website at the time of purchase.

3. Acceptable Use

By using our services, you agree that you will not:

  • Use the chatbot or any FelicIA service for any unlawful purpose or in violation of any applicable local, national, or international law or regulation.

  • Use the service to transmit, distribute, or store material that is defamatory, obscene, threatening, harassing, or otherwise objectionable.

  • Attempt to gain unauthorized access to any FelicIA system, platform, or data.

  • Reverse engineer, decompile, or attempt to extract source code from any FelicIA software or AI model.

  • Resell, sublicense, or transfer access to FelicIA services to any third party without prior written consent.

FelicIA reserves the right to immediately suspend or terminate your account for any violation of this section without prior notice or refund.

4. Client Content and Data Responsibility

You retain full ownership of all content, data, and materials you provide to FelicIA for use in building or operating your chatbot ("Client Content"). By providing Client Content, you grant FelicIA a limited, non-exclusive license to use that content solely for the purpose of delivering the contracted services.

You represent and warrant that:

  • You own or have the legal right to use all Client Content provided.

  • Your Client Content does not infringe any third-party intellectual property rights, privacy rights, or applicable laws.

  • You are solely responsible for the accuracy, completeness, and legality of information contained in your chatbot.

FelicIA is not responsible for the accuracy of chatbot responses derived from Client Content provided by you. You agree to indemnify and hold FelicIA harmless from any claims arising out of inaccurate, incomplete, or unlawful Client Content.

5. Subscriptions, Payments, and Fees

5.1 Subscription Plans

FelicIA offers monthly subscription plans as listed on our website. By subscribing, you authorize FelicIA to charge your payment method on a recurring monthly basis until you cancel.

5.2 Setup Fees

Certain plans require a one-time setup fee. The setup fee is charged at the time of agreement and covers the labor and resources required to build your chatbot. Setup fees are non-refundable once work has commenced.

FelicIA may, at its sole discretion, frame the setup fee as a refundable deposit for promotional or pilot arrangements. Any such arrangement will be explicitly confirmed in writing prior to work beginning.

5.3 Usage-Based Charges

In addition to subscription fees, certain services incur usage-based charges (including but not limited to AI message credits, additional storage, and extra AI agent capacity). These charges are deducted from your account wallet balance. You are responsible for maintaining a sufficient wallet balance to ensure uninterrupted service. FelicIA is not liable for service interruptions caused by insufficient wallet funds. Upon cancellation of your subscription, any remaining wallet balance of $5.00 USD or less is non-refundable and will be forfeited. Wallet balances exceeding $5.00 USD may be requested for refund by contacting info@felicia-ia.com within 30 days of cancellation. Approved refunds will be processed to the original payment method, minus any applicable processing fees.

5.4 Billing, Renewals, and Cancellation

Subscriptions renew automatically at the end of each billing cycle unless cancelled prior to the renewal date. Cancellations take effect at the end of the current billing period. No refunds are issued for partial periods. You may cancel at any time via your account dashboard or by contacting info@felicia-ia.com.

5.5 Price Changes

FelicIA reserves the right to modify subscription pricing with a minimum of 30 days' written notice. Continued use of the service following the notice period constitutes acceptance of the new pricing. You may cancel prior to the effective date of any price change without penalty.

5.6 Taxes and VAT

FelicIA-IA, LLC is a US entity. Invoices are issued in USD. Clients outside the United States, including those in the European Union and United Kingdom, may be subject to local VAT, GST, or similar taxes. Business clients in the EU are responsible for self-assessing and remitting VAT under the applicable reverse charge mechanism. FelicIA does not collect or remit VAT on behalf of clients. You are responsible for determining and fulfilling your own tax obligations in your jurisdiction.

6. Free Trial

FelicIA may offer a free trial period to new clients at its sole discretion. Free trials are available to new clients only and limited to one per person or organization. At the end of the trial period, your subscription will automatically commence and your payment method will be charged unless you cancel before the trial ends. FelicIA reserves the right to modify or discontinue free trial offerings at any time.

7. AI Services Disclaimer

Our AI chatbots are designed to assist with general inquiries and customer support tasks. You acknowledge and agree that:

  • AI chatbots do not provide professional legal, medical, financial, psychological, or regulatory advice.

  • AI-generated responses may contain errors, inaccuracies, or outdated information.

  • You are solely responsible for reviewing and verifying any AI-generated content before relying on it or publishing it to end users.

  • FelicIA is not liable for decisions made by you or your end users based on chatbot responses.

You agree to implement appropriate disclaimers within your chatbot to inform end users of the limitations of AI-generated content.

8. Intellectual Property

8.1 FelicIA Property

All intellectual property rights in FelicIA's platform, software, templates, methodologies, prompts, training materials, brand assets, and documentation are and remain the exclusive property of FelicIA-IA, LLC. Nothing in this Agreement transfers any ownership rights in FelicIA's intellectual property to you.

8.2 Deliverable Ownership

Upon full payment of all amounts due, FelicIA grants you a non-exclusive, non-transferable license to use the chatbot deliverables built specifically for your account. The underlying platform, templates, and AI infrastructure remain the property of FelicIA and its third-party providers.

8.3 Restrictions

You may not copy, reproduce, modify, distribute, reverse engineer, or create derivative works from any FelicIA content, software, or materials without prior written consent.

9. Confidentiality

Each party may have access to confidential information of the other party in connection with this Agreement. Each party agrees to keep the other's confidential information strictly confidential, to use it only for purposes of performing under this Agreement, and not to disclose it to any third party without prior written consent. This obligation survives termination of this Agreement for a period of three (3) years.

Confidential information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; or (c) is required to be disclosed by law or court order, provided prompt written notice is given to the disclosing party.

10. Third-Party Services and Links

FelicIA's services may integrate with or rely on third-party platforms including but not limited to messaging platforms, CRM systems, payment processors, and AI model providers. FelicIA is not responsible for the availability, accuracy, content, or practices of any third-party services. Your use of third-party services is subject to their respective terms and privacy policies.

FelicIA does not endorse and is not responsible for the content of any third-party websites linked from our platform or communications.

11. Account Suspension and Termination

FelicIA reserves the right to suspend or terminate your account at any time, with or without notice, if you:

  • Violate any provision of these Terms of Service.

  • Engage in fraudulent, abusive, or illegal activity.

  • Fail to pay applicable fees within 10 days of the due date.

  • Use the services in a manner that poses a risk to FelicIA, its platform, or other clients.

Upon termination for cause, no refunds will be issued for any prepaid fees. You are solely responsible for exporting or backing up any data, prompts, conversation logs, or other content you wish to retain prior to termination. FelicIA does not guarantee the ability to retrieve or export data after termination, as data availability and retention following account closure is subject to the policies of FelicIA's underlying platform providers. FelicIA will make reasonable efforts to assist with data retrieval where technically possible, but accepts no liability for any data loss occurring after termination.

You may terminate this Agreement at any time by cancelling your subscription. Termination does not relieve you of any payment obligations incurred prior to the termination date.

12. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FELICIA-IA, LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, UNINTERRUPTED SERVICE, AND FREEDOM FROM ERRORS OR VIRUSES.

FELICIA DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR SPECIFIC REQUIREMENTS OR THAT THE RESULTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, RELIABLE, OR COMPLETE.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FELICIA-IA, LLC, ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO:

  • Loss of profits, revenue, or business opportunities.

  • Loss, corruption, or unauthorized access to data.

  • Business interruption or downtime.

  • Errors or inaccuracies in AI-generated responses.

  • Costs of procuring substitute services.

IN ALL CASES, FELICIA'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO FELICIA IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation of liability for certain types of damages. In such jurisdictions, FelicIA's liability is limited to the greatest extent permitted by law.

14. Indemnification

You agree to defend, indemnify, and hold harmless FelicIA-IA, LLC and its members, managers, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your use of the services or violation of this Agreement.

  • Your Client Content or the content published through your chatbot.

  • Any claim by your end users arising from chatbot interactions.

  • Your violation of any third-party rights, including intellectual property or privacy rights.

  • Your violation of any applicable law or regulation.

15. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall first be submitted to good-faith negotiation between the parties for a period of 30 days. If the dispute is not resolved through negotiation, it shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in English. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.

You waive any right to participate in a class action lawsuit or class-wide arbitration against FelicIA.

16. Force Majeure

FelicIA shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, strikes, government actions, internet or telecommunications failures, or disruptions to third-party platforms on which FelicIA's services depend. FelicIA will notify you promptly of any such event and use commercially reasonable efforts to resume performance as soon as practicable.

17. Changes to These Terms

FelicIA reserves the right to modify these Terms of Service at any time. Changes will be posted on our website with an updated effective date. For material changes, we will provide notice via email to the address on your account at least 14 days prior to the changes taking effect. Your continued use of the services after the effective date of any changes constitutes your acceptance of the revised terms. If you do not agree to the revised terms, you must cancel your subscription before the effective date.

18. General Provisions

18.1 Entire Agreement

This Agreement, together with any applicable Order Form or Service Agreement, constitutes the entire agreement between you and FelicIA with respect to its subject matter and supersedes all prior negotiations, representations, or agreements, whether written or oral.

18.2 Severability

If any provision of this Agreement is found to be unenforceable or invalid under applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

18.3 Waiver

FelicIA's failure to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision in the future.

18.4 Assignment

You may not assign or transfer any rights or obligations under this Agreement without FelicIA's prior written consent. FelicIA may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets without your consent.

18.5 Notices

All legal notices under this Agreement shall be sent to FelicIA at info@felicia-ia.com. FelicIA will send notices to the email address associated with your account. Notices are deemed received 24 hours after sending by email.

18.6 Language

This Agreement is executed in English. Any translated version is provided for convenience only. In the event of any conflict between the English version and a translation, the English version shall prevail.

FelicIA-IA, LLC

A Delaware Limited Liability Company

Website: felicia-ia.com

Email: info@felicia-ia.com

Last Updated: May 2, 2026

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