PROSPECTBDSOFTWARE LTD

Legal

Terms of Service

Last updated: September 14, 2025

1. Acceptance of Terms

By accessing or using the website, products, and services provided by ProspectBD Software Ltd. (“ProspectBD”, “we”, “us”, or “our”), you agree to be bound by these Terms of Service. If you are using our services on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

If you do not agree to these terms, you may not access or use our services.

2. Eligibility

You must be at least 16 years of age to use our services. By using our services, you represent and warrant that you meet this requirement and have the legal capacity to enter into a binding agreement.

3. Description of Services

ProspectBD provides software development services, AI & automation solutions, web and digital services, and proprietary software products. The specific features, pricing, and availability of our services are described on our website and in individual service agreements.

We reserve the right to modify, suspend, or discontinue any part of our services at any time with reasonable notice.

4. Accounts and Registration

Certain services may require you to create an account. You are responsible for:

  • Maintaining the confidentiality of your account credentials.
  • All activities that occur under your account.
  • Notifying us immediately of any unauthorized use of your account.

We reserve the right to suspend or terminate accounts that we reasonably believe have been compromised or are being used in violation of these terms.

5. User Content

You retain ownership of any content you submit, upload, or display through our services (“User Content”). By providing User Content, you grant ProspectBD a limited, non-exclusive license to use, process, and display that content solely for the purpose of providing and improving our services.

You represent and warrant that:

  • You own or have the necessary rights to your User Content.
  • Your User Content does not infringe the intellectual property rights of any third party.
  • Your User Content complies with all applicable laws and these terms.

6. Intellectual Property

All content, code, designs, trademarks, and other intellectual property on our website and within our services are owned by or licensed to ProspectBD. These terms do not grant you any right, title, or interest in our intellectual property beyond the limited use rights expressly described here.

You may not copy, modify, distribute, sell, or reverse-engineer any part of our services or intellectual property without our prior written consent.

7. Acceptable Use

You agree not to use our services to:

  • Violate any applicable law, regulation, or third-party rights.
  • Send spam, phishing attempts, or other unsolicited communications.
  • Upload or transmit malware, viruses, or other harmful code.
  • Attempt to gain unauthorized access to our systems, accounts, or networks.
  • Interfere with or disrupt the integrity or performance of our services.
  • Scrape, crawl, or use automated means to access our services without written permission.
  • Resell or redistribute our services without an authorized partnership agreement.

We reserve the right to investigate and take appropriate action against anyone who violates these provisions, including suspension or termination of access.

8. Payments and Billing

For paid services, you agree to pay all fees associated with your selected plan or engagement. Unless otherwise stated in a written agreement:

  • All fees are quoted in Bangladeshi Taka (BDT) or USD.
  • Invoices are due within 14 days of the invoice date unless otherwise specified.
  • Late payments may incur a 1.5% monthly interest charge.
  • Fees are non-refundable except as explicitly stated in your service agreement.

We reserve the right to change our pricing with 30 days' advance notice. Pricing changes take effect at the start of your next billing cycle.

9. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party during the course of a business relationship. This includes business plans, technical data, source code, customer lists, and financial information.

Confidential information may only be used for the purpose of the engagement and must not be disclosed to third parties without prior written consent. This obligation survives the termination of the business relationship for a period of three years.

10. Warranties and Disclaimers

ProspectBD warrants that our services will be performed in a professional and workmanlike manner, consistent with generally accepted industry standards.

Except as expressly stated above, our services are provided “as is” and “as available” without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not guarantee that our services will be uninterrupted, error-free, or completely secure, although we make reasonable efforts to maintain high availability and security.

11. Limitation of Liability

To the maximum extent permitted by applicable law, ProspectBD shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, arising out of or in connection with your use of our services, regardless of the theory of liability.

Our total aggregate liability for any claim arising out of or relating to these terms or our services shall not exceed the amount paid by you to ProspectBD during the twelve (12) months immediately preceding the event giving rise to the claim.

12. Indemnification

You agree to indemnify, defend, and hold harmless ProspectBD, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to:

  • Your use of our services.
  • Your violation of these terms.
  • Your User Content.
  • Your violation of any applicable law or third-party rights.

13. Termination

Either party may terminate the business relationship as specified in the applicable service agreement. ProspectBD may suspend or terminate your access to our services immediately if:

  • You breach these terms.
  • You fail to pay fees within 30 days of the due date.
  • We are required to do so by law or regulatory authority.

Upon termination, your right to use our services ceases immediately. We will make your data available for export for 30 days following termination, after which it may be deleted.

14. Governing Law and Disputes

These terms are governed by and construed in accordance with the laws of Bangladesh. Any dispute arising out of or relating to these terms or our services shall be subject to the exclusive jurisdiction of the courts of Dhaka, Bangladesh.

Before initiating formal legal proceedings, both parties agree to attempt to resolve any dispute through good-faith negotiation for a period of at least thirty (30) days.

15. Force Majeure

ProspectBD shall not be liable for any failure or delay in performing our obligations under these terms where such failure or delay results from circumstances beyond our reasonable control, including natural disasters, pandemics, government actions, power outages, internet disruptions, or other events of force majeure.

16. Changes to These Terms

We reserve the right to modify these terms at any time. When we make material changes, we will update the “Last updated” date and, where appropriate, notify you via email or a prominent notice on our website. Your continued use of our services after any changes constitutes acceptance of the updated terms.

17. Contact Us

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