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Legal Terms

Last updated: September 19, 2026

Terms of Service

Clear, practical terms governing the use of the Upotto website, our software products, and how we engage with clients for custom engineering and consulting projects.

01 — Introduction

Agreement to terms

These Terms of Service (“Terms”) constitute an agreement between you (“User,” “Client,” or “you”) and Upotto (“we,” “us,” or “our”), a business software company headquartered in Rajshahi, Bangladesh.

By accessing or browsing our website (upotto.com) or submitting an inquiry to us, you acknowledge that you have read, understood, and agreed to these Terms. If you do not agree with these Terms, please do not use our site.

02 — Our Services

Description of products and services

Upotto operates as both a software product company and a hireable engineering team. Our activities include:

Custom Software Engineering

Bespoke internal systems, workflow automation, and custom web application development tailored to business operational needs.

Upotto ERP & ERP Customization

Our distribution supply-chain software platform, along with custom module development, extensions, and integration services.

Mudiflow

Affordable, modern store and inventory management software built for retail shops and small businesses.

Mobile App Development

Cross-platform mobile applications built using Flutter for iOS and Android, including field sales and enterprise apps.

API, Backend & System Integration

Scalable backend architecture, third-party API connections, payment gateways, and system synchronization.

AI & SaaS Product Development

Practical AI integrations (LLMs, automated workflows) and end-to-end SaaS product engineering from design to deployment.

Product Specific Domains

Our products also have dedicated sites with their own feature documentation:

03 — Client Engagements

How we work together

The information on this website is for general informational purposes and does not create a binding contract for professional services. Client engagements are conducted under the following standards:

  • Written Statements of Work (SOW): All custom engineering, ERP customization, and consulting projects are defined in a formal written agreement or SOW detailing scope, milestones, deliverables, timelines, and payment schedule.
  • No implied guarantees: While we uphold rigorous engineering and testing standards, no guarantee or performance warranty is implied beyond what is explicitly documented in an executed written contract.
  • Milestone-based delivery: Projects typically proceed through discovery, design, development builds deployed to staging environments, client testing/QA, and deployment.
  • Client cooperation: Timely access to specifications, APIs, third-party credentials, and feedback is required to maintain project timelines.

04 — Intellectual Property

Ownership and intellectual property rights

1. Client Deliverables & Work Product

For bespoke software development projects, ownership of custom deliverables, client-specific code, and tailored assets is transferred or licensed to the client in accordance with the individual project contract upon full payment of all agreed fees.

2. Upotto Proprietary Assets & Products

Upotto retains exclusive ownership and all rights, title, and interest in and to:

  • Our proprietary software products, including Upotto ERP and Mudiflow, their source code, architectures, and design assets.
  • Pre-existing libraries, toolkits, boilerplate architectures, and reusable utility components developed by Upotto prior to or independently of a client project.
  • The Upotto website, logos, brand names, visual styles, and copy.

05 — Website Use

Acceptable use of the website

You agree to use our website only for lawful business purposes. You agree not to:

  • Submit false, misleading, or abusive information through our contact forms.
  • Attempt to bypass rate limits, probe our security, or inject malicious payloads.
  • Use automated bots or scrapers to crawl the site in a disruptive manner.
  • Impersonate Upotto, its staff, or falsely claim affiliation with our team.

06 — Liability

Limitation of liability & warranty disclaimer

“As Is” basis: The Upotto website and its content are provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied, including fitness for a particular purpose or non-infringement.

Disclaimer of consequential damages: To the maximum extent permitted by applicable law, in no event shall Upotto, its developers, or affiliates be liable for any indirect, incidental, special, consequential, or punitive damages, loss of profits, data, business interruption, or goodwill arising from or in connection with the use of this website or inability to access it.

Liability cap: For disputes relating purely to website usage, Upotto’s total aggregate liability shall not exceed the amount you paid to Upotto (if any) to access the website. For contracted project engagements, liability limitations are governed strictly by the executed client contract.

07 — Governing Law

Governing law & jurisdiction

These Terms of Service and any dispute or claim arising out of or related to them or your use of the website shall be governed by and construed in accordance with the laws of Bangladesh, without regard to its conflict of law principles.

Any legal suit, action, or proceeding arising out of these Terms shall be instituted exclusively in the competent courts of Bangladesh.

08 — Updates

Changes to these terms

We reserve the right to revise or modify these Terms at any time. Any changes will be effective immediately upon posting to this page with an updated “Last updated” date. Your continued browsing or interaction with the website following such updates constitutes your binding agreement to the amended Terms.

Contact us

Questions regarding these terms?

If you have questions about these Terms of Service or wish to discuss a custom software contract, get in touch with our team directly.

WhatsApp / Phone+880 1516 577 736
Location

Rajshahi, Bangladesh