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AxionexaSolutions
LEGAL TERMS • BANGLADESH

Terms of Service

These Terms of Service establish the contractual terms, intellectual property transfers, milestone standards, and legal warranties governing all digital engineering projects executed by Axionexa Solutions.

Jurisdiction: People's Republic of Bangladesh
Last Updated: October 2024 (Active for 2026)
01

Acceptance of Terms & Contract Formation

These Terms of Service ("Terms") constitute a legally binding agreement between Axionexa Solutions ("Axionexa", "we", "our", or "us") and the client, business, or individual ("Client", "you", or "your") commissioning digital engineering, web, mobile, AI, cloud, or design services.

In accordance with the Contract Act, 1872 and Section 65B of the Information and Communication Technology (ICT) Act, 2006 (Amended 2013) of Bangladesh, electronic execution, digital acceptance of project proposals, payment of an initial invoice, or engagement through our digital channels represents mutual assent and valid contractual execution.

02

Scope of Services & Statement of Work (SOW)

Axionexa Solutions provides professional technology and software engineering capabilities spanning nine primary disciplines:

01 UI/UX Design & Design Systems
02 High-Performance Web Development
03 Cross-Platform Mobile Applications
04 Custom Software & API Engineering
05 E-Commerce Platforms & Gateways
06 AI Engineering & Workflow Automation
07 Technical SEO & Growth Engineering
08 Cloud Infrastructure & DevOps
09 24/7 SLA Maintenance & Security

Each bespoke project is detailed in a written Statement of Work (SOW) or formal commercial proposal defining specifications, deliverables, timeline milestones, and fee structures. Any modification to the project scope requires a mutually approved Change Order.

03

Client Obligations & Content Warranties

To ensure timely execution and project success, the Client agrees to:

  • Provide timely access to required third-party APIs, domain registries, and cloud infrastructure.
  • Review and provide written milestone feedback within agreed sprint review windows (typically 5 business days).
  • Warrant that all text, imagery, trademarks, datasets, and proprietary assets provided to Axionexa are legally owned or authorized, and do not infringe any third-party copyrights under the Copyright Act, 2000 of Bangladesh.
04

Intellectual Property & Source Code Ownership

Zero Vendor Lock-In Guarantee

Upon full and final payment of all agreed milestone invoices, 100% of the custom source code, design assets, database schemas, and intellectual property rights created specifically for the project transfer completely to the Client.

Under the Copyright Act, 2000 (Amended 2023) of Bangladesh:

  • Client Deliverables: All bespoke UI components, business logic, mobile binaries, and backend microservices belong exclusively to the Client post-settlement.
  • Open Source & Pre-existing Tools: Third-party libraries (e.g. React, Next.js, TailwindCSS) remain licensed under their respective MIT, Apache, or BSD open-source licenses.
  • Portfolio Representation: Axionexa reserves the professional right to showcase completed non-confidential project visuals and summaries in our agency portfolio, unless specifically restricted under a written Non-Disclosure Agreement (NDA).
05

Commercial Terms, Invoicing & Taxes

Project engagements follow structured milestone schedules or monthly retainer arrangements:

  • Milestone Invoices: Work initiates upon receipt of an agreed initial retainer (typically 30% to 50%), with subsequent payments released upon verifiable milestone demos (staging deployment, UAT, production launch).
  • Currencies & Payment Methods: We accept Bangladeshi Taka (BDT) via verified commercial bank transfer, BEFTN/RTGS, and MFS (bKash/Nagad), as well as USD, GBP, and EUR via international wire, SWIFT, Stripe, and Wise.
  • Taxes & NBR Compliance: Invoices issued to Bangladesh entities are subject to Value Added Tax (VAT) and Tax Deducted at Source (TDS) under the National Board of Revenue (NBR) regulations, unless valid exemption certificates are provided.
06

Confidentiality & Mutual Non-Disclosure

Both Axionexa Solutions and the Client agree to treat all business plans, customer databases, technical architectures, proprietary algorithms, and financial terms shared during the engagement as strictly confidential.

Confidential information shall not be disclosed to any third party without prior written consent, except to employees, technical contractors, and legal advisors bound by equivalent confidentiality obligations. This obligation survives termination of the contract.

07

Warranty Period & SLA Support

Axionexa provides a standard 30-day post-launch warranty for all custom web and software builds, during which any reproducible bug or deviation from the agreed SOW will be resolved at no additional charge.

Ongoing support beyond the warranty period is provided under our dedicated Maintenance & Support SLAs, which cover security patch management, uptime monitoring, framework upgrades, and feature additions.

08

Limitation of Liability & Force Majeure

To the maximum extent permitted by the laws of Bangladesh, Axionexa Solutions shall not be liable for any indirect, incidental, punitive, or consequential damages (including lost profits or business interruption) arising out of or related to the use of developed software.

Our aggregate financial liability under any circumstance is strictly capped at the total fees actually paid by the Client to Axionexa under the specific Statement of Work in dispute.

Neither party shall be held liable for failure to perform obligations caused by acts of God, global network outages, severe natural disasters, or statutory government restrictions beyond reasonable control.

09

Termination & Project Offboarding

Either party may terminate an engagement upon fourteen (14) calendar days written notice if the other party commits a material breach of these Terms and fails to remedy such breach within the notice period.

Upon termination, the Client shall compensate Axionexa for all completed deliverables and active work-in-progress up to the effective termination date. Axionexa will promptly deliver all completed source files, staging access, and documentation corresponding to paid milestones.

10

Governing Law & Dispute Resolution

These Terms of Service and all related engineering agreements shall be governed by, construed, and enforced in accordance with the substantive laws of the People's Republic of Bangladesh.

In the event of any controversy or dispute, the parties shall first attempt to resolve the matter amicably through good-faith executive mediation. If unresolved within 30 days, the dispute shall be referred to arbitration in Dhaka under the Arbitration Act, 2001 of Bangladesh, or submitted to the exclusive jurisdiction of the competent civil courts of Dhaka, Bangladesh.