Terms and conditions · ECAV Consultores

Terms and conditions of sale and provision of services

ECAV Consultores E.A.S · RUC 80151197-6 · Concepción, Paraguay

Last updated: October 18, 2026

1. Identification and purpose

These terms and conditions (the "Terms") govern the sale of products and the provision of services by ECAV Consultores E.A.S, RUC 80151197-6, with its registered address at Brasil y Pedro Juan Caballero, Concepción, Paraguay ("ECAV"), to the natural or legal person contracting them (the "Customer").

ECAV has operated since 1970 in the fields of audit, consulting, development and implementation of management software, electronic invoicing, managed hosting and technical support.

These Terms apply to every proposal, quote, order, subscription, invoice and delivery by ECAV, unless a contract signed by both parties expressly provides otherwise.

2. Acceptance and order of precedence

The Customer accepts these Terms by accepting a proposal or quote from ECAV, by issuing a purchase order, by paying an invoice in whole or in part, or by using the contracted services. Acceptance may be evidenced in writing, by email or by any other means that allows it to be proven.

Where documents conflict, the order of precedence is as follows:

The contract signed by both parties, if any.
The proposal or quote accepted by the Customer, including its annexes and particular conditions.
These Terms.
The information published on the website ecav.com.py.

The Customer's general purchasing conditions do not apply to the relationship with ECAV, unless expressly accepted in writing.

3. Services and products

ECAV offers the following services and products. The specific scope of each engagement is the one described in the accepted proposal.

3.1. Consulting and audit. Professional services of financial, tax, IT and regulatory audit, pre-transaction consulting and regulatory compliance advice. These services are provided in accordance with the applicable professional standards, on the basis of the information and documentation the Customer provides. Reports and opinions are issued for the Customer's use and for the purposes stated in each engagement; their use for other purposes or their delivery to third parties requires ECAV's consent, except where required by law or regulation. ECAV is not responsible for the decisions the Customer makes on the basis of its reports, nor for the consequences of incomplete or inaccurate information supplied by the Customer.

3.2. Software, licenses and subscriptions. ECAV sells and implements software solutions, including ECAV ERP (Odoo Community with the Paraguayan localization), ECAV SIFEN (electronic invoicing), ECAV Health, ECAV Edu, ECAV Cooperativas, ECAV Pay and ECAV Agents. These solutions are generally contracted as a subscription, which includes the managed hosting service where applicable, the updates provided for in the contracted plan and support, for the duration of the contract. The license conditions of each component are detailed in clause 8. Implementation (configuration, data migration, training) is quoted according to the product and the Customer's size; ECAV Health and ECAV ERP carry an initial data migration and configuration fee, while in ECAV SIFEN, ECAV Pay and ECAV Agents the setup is included in the first monthly fee. The quote itemizes these amounts.

3.3. Managed hosting and support by plan. Managed hosting, monitoring, backup, update and technical support services are provided according to the contracted plan (Bronze, Silver or Gold), whose features are described in clause 6 and in the accepted proposal. The plans apply to all ECAV products.

3.4. Electronic invoicing and payment methods. ECAV SIFEN allows signing, submitting, validating and archiving electronic documents with Paraguay's Dirección Nacional de Ingresos Tributarios (DNIT), inside Odoo or through an API. Depending on the contracted profile, the Customer's digital signature certificate may be held in custody by ECAV or remain under the Customer's administration; in both cases the Customer is the issuer of the documents and responsible for their tax content. ECAV Pay integrates payment gateways and methods operated by third parties (for example, Bancard, Infonet, Tigo Money and PagoPar); the contractual relationship with each operator, its fees and its conditions are a matter between the Customer and that operator. The availability of the DNIT's services and of the payment operators is beyond ECAV's control.

3.5. Artificial intelligence agents. ECAV Agents provides assistants based on artificial intelligence models that generate suggestions, summaries and analyses from the Customer's data. Their output is indicative and must be reviewed by a competent person before being used for tax, accounting, clinical, academic or any other decisions. ECAV does not guarantee the accuracy, completeness or suitability of the generated output. The provider of the artificial intelligence model is chosen by the Customer among the options ECAV offers, and is stated in the proposal; ECAV does not use the Customer's data to train its own or third-party models. When the service is provided on the Customer's infrastructure (on-premise mode), the installation and operation conditions are detailed in the proposal.

4. Contracting, proposals and scope

Every engagement is formalized through a written proposal or quote from ECAV, stating the scope, deliverables, estimated timelines, service plan, prices and particular conditions. Proposals are valid for the period stated in them; absent such a statement, they are valid for 30 calendar days from issue.

The accepted proposal defines the contracted scope. Any additional work, change of scope, module, integration or custom development not included in the proposal is quoted separately and carried out once accepted by the Customer. The timelines stated in proposals are estimates based on the information available at the time of quoting and depend on the Customer's timely cooperation (clause 7).

The content of the website ecav.com.py (product descriptions, case studies, reference figures) is for information only and does not by itself constitute a contractual offer; what is contracted is what appears in the accepted proposal.

5. Prices, invoicing and payment

5.1. Prices and currency. ECAV does not publish general prices: each engagement is quoted according to the product, the size of the Customer's team, the modules enabled and the chosen service plan. Prices are expressed in guaraníes (PYG) for customers in Paraguay and in euros (EUR) or United States dollars (USD) for customers abroad, as stated in the proposal. Proposal prices do not include value added tax (VAT) or other applicable taxes, which are added on the invoice in accordance with current legislation; the export of services is invoiced as exempt where the regulations so provide. There are no hidden costs: the billable items are those detailed in the proposal.

5.2. Term. Unless the proposal states otherwise, subscriptions are contracted on a monthly basis, with no minimum commitment. ECAV may offer annual contracts with a discount, in which case the duration, payment and renewal conditions are stated in the proposal. The Customer may switch plans at any time; switching does not interrupt the service and the current period is prorated.

5.3. Invoicing. ECAV issues electronic invoices in accordance with the DNIT's Sistema Integrado de Facturación Electrónica Nacional (SIFEN). Invoices are sent to the administrative contact email designated by the Customer and are deemed received on the date of sending. Subscriptions are invoiced in advance, at the start of each period; consulting, audit, implementation and custom development services are invoiced by milestones, according to the schedule stated in the proposal.

5.4. Payment term and method. Unless the proposal or the invoice states otherwise, invoices are payable within 15 calendar days of issue, by bank transfer to the account ECAV indicates. Bank fees and charges for the transfer, including those of intermediary banks for payments from abroad, are borne by the Customer.

5.5. Late payment. Once the term has expired without payment, the Customer is in default without prior notice, and default and penalty interest accrues at the maximum rate permitted by current legislation. If the delay exceeds 15 calendar days, ECAV may suspend the services upon written notice given 5 calendar days in advance; if it exceeds 60 calendar days, ECAV may terminate the contract under clause 13. Suspension for non-payment does not release the Customer from paying the invoiced periods nor interrupt the accrual of default. Reasonable and documented collection costs are borne by the defaulting Customer.

5.6. Foreign withholdings and taxes. If the legislation applicable to the Customer requires withholdings or taxes on payments to ECAV, those amounts are borne by the Customer: the net amount ECAV receives must equal the invoiced amount. Customers in Paraguay subject to withholding regimes deliver the corresponding withholding certificates to ECAV.

5.7. Invoice disputes. Any dispute of an invoice must be communicated in writing to administracion@ecav.com.py within 48 hours of its issue, which is the period within which the DNIT allows the cancellation of an electronic document. After that period, the invoice is deemed accepted and any applicable correction is made by credit note. Disputing part of an invoice does not suspend payment of the undisputed part.

6. Service levels and support

6.1. Plans. Hosting and support services are provided according to the contracted plan. The features of each plan are as follows; in case of difference with what is published at ecav.com.py/precios, the accepted proposal and these Terms prevail.

Bronze: full product with all features; email support with a response within 48 business hours, Monday to Friday from 08:00 to 17:00; hosting on shared infrastructure; automatic daily backups with 7-day retention; 4 hours of initial training; monthly updates; included integrations: SIFEN and one payment channel; availability on a best-effort basis, with no availability target or commitment.
Silver: everything in Bronze, plus email and WhatsApp support with a response within 4 business hours, Monday to Friday from 08:00 to 20:00; dedicated infrastructure; monthly availability target of 99.5%, with no credits; daily backups with 30-day retention and verified restore; 12 hours of extended training and custom manuals; monthly usage report and semi-annual review; up to 2 custom integrations included; biweekly updates with advance notice; shared account manager.
Gold: everything in Silver, plus 24/7 on-call with a response in under 30 minutes; monthly availability commitment of 99.9% with credits in case of breach (clause 6.4); public availability dashboard for the Customer; dedicated infrastructure with cloud replica; daily backups with 90-day retention, in 3 destinations and with a monthly test restore; unlimited annual training; unlimited custom integrations; biweekly updates with a validation (staging) environment; dedicated account manager; monthly usage report and quarterly review.

6.2. Response times by severity. The severity of each ticket is assigned by the Customer when opening it, according to the following definitions: Critical (system down or total operational block), High (important module or feature unavailable, with a partial workaround), Medium (scoped bug, improvement or operational question) and Low (configuration request, custom report, backlog). The maximum response times are: Critical: 4 business hours on Bronze, 1 business hour on Silver and under 30 minutes 24/7 on Gold; High: 24 business hours on Bronze, 4 business hours on Silver and 2 hours 24/7 on Gold; Medium: 48 business hours on Bronze, 1 business day on Silver and 4 business hours on Gold; Low: next cycle on Bronze, next sprint (2 weeks) on Silver and next release on Gold. The commitment is to the time of first response and handling of the ticket, not to its final resolution, which depends on the nature of the problem.

6.3. Channels and escalation path. The support channels are the email soporte@ecav.com.py, WhatsApp at +595 971 578 513 (dedicated group on Silver and Gold) and phone (Silver and Gold, during support hours). The escalation path is: assigned engineer; product technical lead (if the committed time is exceeded or the ticket stalls for 48 hours); account manager (Silver and Gold); and ECAV Management for matters unresolved after 7 days or contractual disputes.

6.4. Availability and credits. Availability is measured per calendar month as the percentage of minutes in the month during which the contracted service responds, and excludes scheduled maintenance windows notified at least 48 hours in advance, interruptions attributable to the Customer, its providers or its connectivity, unavailability of third-party services (DNIT, payment operators, infrastructure or domain providers) and force majeure events. On the Silver plan, 99.5% is a service target that ECAV pursues and publishes, and failing to reach it does not generate credits or any other compensation. On the Gold plan, if monthly availability falls below 99.9%, the Customer is entitled to a credit of 10% of the monthly fee of the affected service; if it falls below 99%, the credit is 25% of that monthly fee. The maximum credit per month is 25% of the monthly fee, it is applied to the next invoice and must be claimed in writing to soporte@ecav.com.py within 30 calendar days after the end of the affected month. A breach of the Critical severity response time on the Gold plan entitles the Customer to the same 10% credit, subject to the same monthly cap. Credits are the sole compensation for breach of service levels.

6.5. Maintenance and updates. ECAV may carry out scheduled maintenance, notified at least 48 hours in advance through the channels in clause 6.3. Software version updates are applied with the frequency of the contracted plan; on the plans that include it, they are validated beforehand in a test environment. Major Odoo version upgrades or migrations between major versions are not included in the subscription unless the proposal expressly states so.

6.6. Scope of support. Support covers the handling of incidents and questions about the use of the contracted software and services. It does not cover the development of new features, integrations not provided for in the plan, training beyond the included hours, the recovery of data deleted or modified by the Customer beyond the available backups, or assistance with third-party systems, which are quoted separately.

7. Customer obligations

The Customer undertakes to:

Provide truthful, complete and up-to-date information, including the tax data required for invoicing and, in audit and consulting services, the documentation required within the agreed deadlines.
Appoint a responsible contact person and cooperate in a timely manner in the tasks that fall to it (validations, testing, delivery of data for migration, availability of users for training).
Use the software and services in accordance with the law, these Terms and the applicable licenses, and solely for its own business.
Safeguard its users' access credentials, keep permissions up to date and immediately report any unauthorized access. The Customer is responsible for actions performed with its credentials.
Be responsible for the content and correctness of the tax, clinical, academic, accounting and any other documents it issues or records through the software, as well as for compliance with its own tax, labor and regulatory obligations.
Hold the licenses, authorizations and consents required for the data and content it enters into the system, including those of its own customers, patients, students, members or employees.
Maintain, when the software is installed on its own infrastructure, the technical requirements indicated by ECAV and the backups under its responsibility.
Not attempt to access other customers' data, not perform unauthorized intrusion testing, reverse engineering or bulk data extraction, and not use the services for unlawful activities or activities that affect their security or availability.

8. Intellectual property and licenses

8.1. ECAV's own software. The modules, developments, localizations, integrations, connectors, agents, documentation, training materials and other works developed by ECAV are and remain ECAV's property. Over ECAV's own software delivered to the Customer, ECAV grants a perpetual, non-exclusive and non-transferable license of use, limited to the Customer's own business and to the versions actually delivered. That license does not include the hosting service, updates or support, which are provided while the subscription is in force. Open-source components, including Odoo Community and the modules distributed under free licenses, are governed by their respective licenses, which prevail over this clause where applicable.

8.2. Custom developments. Custom developments that the Customer commissions and pays for exclusively, identified as such in the proposal, are the Customer's property from full payment. ECAV retains ownership of the generic components, libraries and prior know-how it uses to build them, over which the Customer receives the license in clause 8.1 to the extent necessary to use the development.

8.3. Third-party and open-source software. ECAV's solutions are built on third-party software, in particular Odoo Community, distributed by Odoo S.A. under the GNU LGPL version 3 license, and modules from the Odoo Community Association (OCA) and other authors, distributed under their own free licenses. Those components are governed by their respective licenses, which prevail over these Terms with respect to those components. ECAV does not own that software and grants no more rights over it than its licenses allow. Odoo S.A. and the other authors are not party to the relationship between ECAV and the Customer and assume no liability for it. The Odoo name and trademarks belong to Odoo S.A.

8.4. Customer data and content. The data, documents, records and content that the Customer enters into the systems are and remain the Customer's property. ECAV processes them solely to provide the contracted services, under clause 10. The Customer may export its data at any time in standard formats (such as CSV, JSON and PDF), including the database, signed tax documents and attachments, at no cost for the export.

8.5. Trademarks and commercial references. The trademarks, trade names and logos of ECAV and its products are ECAV's property. ECAV may mention the Customer as a commercial reference, with its name and logo, on its website and marketing materials, unless the Customer objects in writing at any time, in which case ECAV removes the mention within a reasonable period.

8.6. Improvements and know-how. ECAV retains the right to use in other projects the knowledge, techniques and generic developments obtained during the engagement, provided they do not incorporate confidential information, Customer data or the custom developments in clause 8.2.

9. Confidentiality

Each party undertakes to keep confidential all non-public information of the other to which it gains access in the course of the contractual relationship (including commercial, financial and technical data, data on patients, students, members or employees, and audit reports) and to use it exclusively for the purposes of the contract. This obligation extends to each party's employees, collaborators and subcontractors, who are bound by equivalent duties.

Information is not considered confidential if it is in the public domain without breach of this clause, if the receiving party already legitimately knew it, if it receives it from a third party without a duty of confidence, or if it develops it independently. Each party may disclose confidential information when required by a law, a regulator or a judicial authority, informing the other party where legally possible.

The confidentiality obligation remains in force for the duration of the contract and for 5 years after its termination. The professional secrecy governing audit activity and the confidentiality of health data remain in force without time limit.

10. Personal data protection

10.1. Roles. In the provision of software, hosting and support services, the Customer is the controller of the personal data it enters into the systems (of its customers, patients, students, members, employees or other data subjects) and ECAV acts as processor on the Customer's behalf. With respect to the contact and billing data of the Customer's representatives and users, ECAV is the controller for the management of the commercial relationship, invoicing and support, in accordance with its privacy policy.

10.2. Processing on the Customer's behalf. As processor, ECAV: processes the data solely in accordance with the Customer's documented instructions and to provide the contracted services; applies reasonable technical and organizational measures for security, confidentiality, access control, encryption in transit and backup; ensures that its staff with access to the data are bound by confidentiality; assists the Customer, to a reasonable extent, in handling data subject requests and its security obligations; notifies the Customer without undue delay of security incidents affecting its personal data of which it becomes aware, with the information available; and, upon termination of the contract, makes the data available to the Customer and deletes it under clause 13, unless retention is required by law. ECAV does not use the Customer's data to train its own or third-party artificial intelligence models.

10.3. Sub-processors and data location. The Odoo services managed by ECAV are hosted on Amazon Web Services (AWS), in the us-east-1 region (United States), which acts as infrastructure sub-processor. In ECAV Agents, the artificial intelligence model provider chosen by the Customer acts as an additional sub-processor, to the extent stated in the proposal. The data of customers established in the European Union is processed in data centers located in the European Union. ECAV may also use email, domain, certificate and other technical service providers that access the data only to the extent necessary, and informs the Customer of relevant changes of sub-processors with reasonable notice, so that it may object on reasonable grounds.

10.4. Applicable regulations. The parties comply with the personal data protection regulations applicable in the Republic of Paraguay and with those applicable according to the Customer's place of establishment. In regulated sectors (health, education, cooperatives, financial institutions), the Customer is responsible for complying with the sector rules on medical records, academic records, banking or cooperative secrecy and anti-money-laundering that apply to it, and for instructing ECAV accordingly.

10.5. Customer contact data. ECAV processes the data of the Customer's representatives and users for the purpose of managing the contractual relationship, invoicing, support and communications about the services, for the duration of the contract and the legal retention periods. Data subjects may exercise their rights of access, rectification, objection, erasure and the others recognized by the applicable regulations by writing to administracion@ecav.com.py.

10.6. Customers established in the European Union. When the Customer is established in the European Union or processes through the services personal data of people located there, European data protection regulations also apply. In that case, ECAV signs with the Customer, at its request, a data processing agreement in accordance with those regulations, which sets out the obligations in clause 10.2 and the sub-processors in clause 10.3; the data of those customers is processed in the European Union, and any transfer to a country that does not offer an equivalent level of protection is carried out with the safeguards required by European regulations.

11. Security, backups and continuity

ECAV applies reasonable security controls over the infrastructure it manages, in accordance with the state of the art and the contracted plan. Backups are performed with the frequency and retention of the plan; restoring a backup at the Customer's request for reasons not attributable to ECAV may be quoted as an additional service. No system is infallible: the Customer acknowledges that security also depends on its own practices (management of credentials, permissions, devices and network) and keeps its own copies of the information it considers critical when the contracted service does not include backup or when the software is installed on its infrastructure.

12. Warranties and limitation of liability

12.1. Service warranty. ECAV provides its services with professional diligence and as agreed. If a deliverable or service does not conform to what was contracted, the Customer must report it in writing within 15 calendar days of delivery, and ECAV corrects it at no additional cost within a reasonable period. This is the exclusive warranty for the services; as to third-party and open-source software, its licenses apply, which generally provide it "as is" and without warranties.

12.2. No guarantee of results. Consulting, audit, software and artificial intelligence agent services are obligations of means: ECAV does not guarantee economic, tax, regulatory or business results, nor that the software will be uninterrupted or error-free, nor the acceptance of documents by the DNIT or other bodies when the rejection is due to the Customer's data, to the regulations or to the unavailability of those bodies.

12.3. Limitation. To the maximum extent permitted by applicable law, ECAV's total liability to the Customer for all matters arising from a contract, whatever its basis, is limited to the amount actually paid by the Customer to ECAV for the affected services during the 12 months preceding the event giving rise to the claim. To the same extent, ECAV is not liable for loss of profit, loss of business, revenue, anticipated savings or reputation, nor for indirect or consequential damages, nor for fines or surcharges imposed on the Customer by public bodies as a result of incorrect or late information supplied by the Customer.

12.4. Exceptions. The above limitations do not apply to damages caused by ECAV's willful misconduct or gross negligence, nor in cases where applicable law does not allow them to be limited, and do not restrict the non-waivable rights that consumer protection regulations grant to a Customer who qualifies as a consumer.

12.5. Third-party claims. The Customer holds ECAV harmless against third-party claims arising from the Customer's use of the services, from the content of the documents it issues or from the data it enters in breach of these Terms or the law.

13. Term, renewal, suspension and termination

13.1. Term and renewal. Monthly subscriptions have no minimum commitment and renew automatically for monthly periods; either party may cancel them by written notice, and cancellation takes effect at the end of the current month. Annual contracts renew automatically for equal periods unless one of the parties gives written notice of its decision not to renew at least 60 calendar days before expiry. Project-based services (consulting, audit, implementation) end with the delivery and acceptance of the deliverables.

13.2. Termination for breach. Either party may terminate the contract if the other breaches an essential obligation and does not remedy it within 15 calendar days of written notice of the breach. ECAV may also terminate the contract in the late payment cases of clause 5.5 and in case of unlawful or abusive use of the services.

13.3. Effects. Upon termination, the Customer pays for the services provided up to the effective date of termination and the periods already invoiced. If the Customer cancels an annual contract early, amounts paid in advance and the discount applied are not refunded, unless the cancellation is due to a breach by ECAV not remedied under clause 13.2, in which case ECAV refunds the proportional part of the unused period.

13.4. Return and deletion of data. During the 30 calendar days following termination, the Customer may export its data under clause 8.4, at no cost, and ECAV provides reasonable assistance to do so. After that period, ECAV deletes the Customer's data from its systems and backups according to its retention cycles, except for data it must retain by legal obligation (including the tax documents issued). Electronic documents signed and submitted to the DNIT are retained for the period required by tax regulations.

13.5. Survival. The clauses on payment, intellectual property, confidentiality, data protection, limitation of liability, applicable law and jurisdiction survive termination.

14. Changes to the Terms

ECAV may amend these Terms. The current version is published at ecav.com.py/terms with its last update date, and is the one linked from each invoice. Amendments affecting subscriptions in progress are communicated to the Customer by email at least 30 calendar days in advance and apply from the next renewal; if the Customer does not accept them, it may choose not to renew without penalty. The particular conditions of an accepted proposal are not altered by an amendment of these Terms, unless expressly agreed.

15. Applicable law, dispute resolution and jurisdiction

These Terms and every contractual relationship between ECAV and the Customer are governed by the laws of the Republic of Paraguay.

In the event of any dispute, the parties will endeavor to resolve it through good-faith negotiation and, failing that within 30 calendar days of written notice from one of them, may submit it to mediation. If the dispute persists, the parties submit to the jurisdiction of the ordinary courts of the city of Concepción, Republic of Paraguay, expressly waiving any other forum.

This does not deprive a Customer who qualifies as a consumer of the protection afforded by the mandatory rules of their country of residence, including those of the European Union. Nothing in these Terms limits the non-waivable rights that applicable law grants to the Customer.

16. General provisions

Force majeure. Neither party is liable for non-performance or delay caused by events beyond its reasonable control (disasters, widespread power or communications outages, failures of infrastructure providers or public bodies, acts of authority, large-scale cyberattacks), for as long as the impediment lasts, provided it notifies the other party and takes reasonable steps to mitigate it.
Assignment and subcontracting. The Customer may not assign the contract without ECAV's written consent. ECAV may subcontract part of the services under its responsibility and assign the contract to a company of its group or to a successor of its business, notifying the Customer.
Notices. Communications between the parties are made in writing to the email address stated in the proposal and, in ECAV's case, to administracion@ecav.com.py. Operational support communications may be made through the channels in clause 6.3.
Independence. The parties are independent contractors. Nothing in these Terms creates an employment, partnership, agency or representation relationship.
Severability. If any provision is declared void or unenforceable, the remaining provisions remain valid and the affected provision is interpreted in the way that best reflects its purpose within the law.
Entire agreement and waivers. The accepted proposal, its annexes and these Terms constitute the entire agreement between the parties on their subject matter. Tolerance of a breach does not imply a waiver of the right to demand subsequent compliance.
Language. These Terms are written in Spanish. If translations are published, the Spanish version prevails in case of discrepancy.

17. Contact

Legal name: ECAV Consultores E.A.S · RUC 80151197-6
Address: Brasil y Pedro Juan Caballero, Concepción, Paraguay
Administrative email: administracion@ecav.com.py · Support: soporte@ecav.com.py
Phone and WhatsApp: +595 971 578 513 · Europe: +34 623 96 64 24
Website: ecav.com.py · Business hours: Monday to Friday from 08:00 to 17:00 (Paraguay time)