Terms of Service

Terms of Service – Opvius LLC

Last Updated: 02-15-2025

Glossary

In these Terms of Service, the following terms have the meanings set forth below:

Opvius: Opvius LLC, located at 1309 Coffeen Avenue, STE 1200, Sheridan, Wyoming 82801, USA.
Licensee: Any natural or legal person with whom Opvius has entered or intends to enter into an Agreement.
Consumer: A Licensee who is a natural person acting outside the scope of a profession or business.
Parties: Opvius and the Licensee together.
Agreement: The contract between the Parties under which Opvius provides the Licensee with the use of one or more Platforms, including any associated Services.
Distance Agreement: An Agreement concluded between Opvius and a Consumer in the context of an organized system for distance selling (e.g., online signup/purchase) without the simultaneous physical presence of both Parties. This does not apply if no organized system for distance communication is used.
Platform: Each software platform provided by Opvius (for example, solutions for e-commerce, integration, analytics, etc.) under the Agreement. The Licensee obtains a non-exclusive right of use for the term of the Agreement.
Services: The services provided by Opvius under the Agreement, which may include Platform updates, support, and helpdesk services.
Website: www.opvius.ai (or any other website designated by Opvius).
Written / In Writing: Communication in writing via email or any other method that can be reasonably equated with written form given current technology and prevailing social standards.

Article 2. General Provisions

These Terms of Service apply to every offer made by Opvius to enter into an Agreement and to every Agreement concluded thereafter.
Any general terms and conditions of the Licensee—under any name—are expressly rejected.
Deviations from these Terms are only valid if explicitly agreed upon in writing.
If the provisions of these Terms conflict with an explicit written agreement between the Parties, that written agreement will prevail.
The invalidity or unenforceability of any provision of these Terms or the Agreement does not affect the validity of the remaining provisions. The Parties agree to substitute an alternative provision that most closely achieves the original purpose.

Article 3. Offer and Conclusion of Agreements

Every offer from Opvius (including those on its Website or in quotations) is without obligation, even if a deadline for acceptance is stated. Opvius may withdraw any offer immediately (or as soon as practicable) after acceptance by the Licensee.
If the Licensee has already made a payment and the offer is withdrawn, Opvius will refund that payment as soon as possible.
The Licensee cannot derive any rights from an offer that contains an obvious mistake or typographical error.
An Agreement is concluded once the Licensee accepts Opvius’s offer in the manner specified by Opvius (e.g., via an online ordering process, email confirmation, or another designated method).

Article 4. 14-Day Money-Back Guarantee

Opvius does not offer a free trial. Instead, if explicitly offered, a 14-day money-back guarantee applies.
Under this guarantee, the Licensee may terminate the Agreement at any time within 14 days of the start date, without providing a reason, in accordance with Article 6.
Payment for the service is typically billed at the start of the service period unless otherwise agreed.
The Licensee may invoke the guarantee only if it meets any applicable conditions set by Opvius (e.g., as stated on the Website or in writing).
This guarantee does not affect additional rights provided to Consumers under Article 6.

Article 5. Amendment of the Agreement

Opvius may unilaterally amend these Terms and the Agreement.
Any such changes will be announced at least one month before taking effect.
The Licensee may object to the changes within two weeks of the announcement. If an objection is raised, the Licensee may terminate the Agreement without further obligations.
If no objection is received, the changes will take effect on the stated date.
If the Licensee does not agree with the changes, they can terminate the Agreement effective on the date the amendments come into effect.

Article 6. Duration and Termination of the Agreement

Subscription Terms: The Agreement is subscription-based and may be entered into on either a monthly or yearly basis. For yearly plans, the Licensee pays one year upfront.
Renewal: After the initial term, either Party may terminate the Agreement by providing at least one month’s written notice.
Termination at Term End: The Licensee may terminate the Agreement at the end of the agreed term, subject to a one-month notice period. If no notice is given, the Agreement automatically renews for the same duration.
Breach of Obligations: Either Party may terminate the Agreement in writing, with immediate effect, if the other Party fails to fulfill one or more obligations under the Agreement.
Insolvency: Opvius may terminate the Agreement immediately if the Licensee is declared bankrupt, applies for bankruptcy or a moratorium on payments, or can no longer meet its payment obligations.
Notice of Termination: Any termination by the Licensee must be in writing (including email, if properly confirmed). The Licensee may contact Opvius via the Website or by emailing info@opvius.ai.
Compensation: If the Licensee terminates the Agreement prematurely or if Opvius terminates the Agreement due to the Licensee’s breach, Opvius is entitled to compensation for damages, including lost profits.
Access Withdrawal: Upon termination of the Agreement, the Licensee’s access to the Platform will be withdrawn effective on the termination end date.

Article 7. Prices and Payment

All prices are exclusive of taxes (including VAT, if applicable) and other government levies, unless stated otherwise.
Payments must be made in the currency indicated on the invoice, typically U.S. dollars (USD), unless agreed otherwise.
If the Licensee fails to meet payment obligations within the agreed period, they are in default, and Opvius may suspend or terminate services immediately.
Statutory (or contractually agreed) interest on overdue amounts accrues from the moment of default until full payment.
In the event of insolvency, bankruptcy, garnishment, or suspension of payments by the Licensee, all outstanding amounts become immediately due.
Opvius may apply any partial payments first to outstanding costs, then to interest, and finally to the principal amount.
The Licensee must not specify a different allocation order for any payment; otherwise, Opvius may refuse such payment.

Article 8. Retention of Title

Opvius retains ownership and intellectual property rights to the Platform(s) until the Licensee has met all payment and other obligations under the Agreement.
The Licensee may not pledge, sell, lease, or otherwise encumber the Platform(s).
The Licensee must take all reasonable steps to protect Opvius’s ownership rights.
If third parties seize or attempt to assert rights over the Platform(s), the Licensee must promptly inform Opvius in writing.

Article 9. Force Majeure

If Opvius is unable to perform its obligations due to a force majeure event, those obligations are suspended for the duration of the event.
Force majeure includes any circumstance beyond the reasonable control of Opvius, such as natural disasters, war, civil unrest, governmental restrictions, strikes, or widespread illness.
If the force majeure event lasts longer than 90 days, either Party may terminate the Agreement without liability for damages.

Article 10. Support and Use of Gleap

Opvius uses a third-party platform, Gleap, for support services. By requesting or accepting support, the Licensee acknowledges that:
- Opvius may need to access the Licensee’s backend or administrative settings to provide support.
- Any login credentials provided may be stored securely in the Gleap environment.
If the Licensee requests deletion of data (including login credentials), Opvius will remove such data from Gleap and any other relevant systems in accordance with applicable privacy laws.

Article 11. Liability and Software Disclaimer

The Licensee acknowledges that the Platform is software and may experience bugs or technical issues. While Opvius will work diligently to resolve issues, such problems do not automatically entitle the Licensee to a refund or compensation.
Opvius is liable only for direct damages that are the exclusive result of its breach of the Agreement.
Opvius is not liable for indirect damages, including consequential damages, lost profits, or business interruption.
If Opvius is insured, its liability is capped at the amount paid by its insurer for the incident. If no insurance claim is paid, liability is limited to the total amount invoiced under the Agreement.
The Licensee must allow Opvius an opportunity to remedy any damage before seeking compensation.
Any claim against Opvius expires 12 months after it arises.
The limitations in this Article do not apply in cases of willful misconduct or gross negligence by Opvius.

Article 12. Intellectual Property

All intellectual property rights in the Platform(s) and related documentation remain exclusively with Opvius or its licensors.
The Licensee is granted a non-exclusive, non-transferable right to use the Platform(s) and accompanying documentation solely as defined by the Agreement.
The Licensee may not remove or alter any notices regarding intellectual property rights contained in the Platform(s).
The Licensee may not sublicense, sell, rent, lease, or otherwise make the Platform(s) available to third parties except as required for normal and intended use under the Agreement.

Article 13. Confidentiality

Both Parties agree to maintain the confidentiality of all confidential information exchanged in connection with the Agreement.
Information is considered confidential if the other Party designates it as such or if it is inherently understood to be confidential.

Article 14. Governing Law and Disputes

These Terms, and any Agreement between the Parties, are governed by the laws of the State of Wyoming, without regard to its conflict of law principles.
Any disputes arising from or related to these Terms or the Agreement shall be resolved exclusively in the state or federal courts located in Wyoming, unless otherwise mandated by law.
Should any provision of these Terms conflict with mandatory legal requirements, that provision will be void and replaced with a valid provision that closely matches the original intent.

Article 15. Final Provisions

The most recent version of these Terms, or the version in effect at the time the Agreement was concluded, shall apply.
If these Terms are translated into a language other than English, the English version shall prevail in the event of any conflict or discrepancy.

Contact Information

If you have any questions about these Terms of Service, please contact us:

Opvius LLC

1309 Coffeen Avenue, STE 1200

Sheridan, Wyoming 82801

United States

Email: info@opvius.ai