Terms ofInstitutional Service

By accessing yessbgd.com or engaging YESS Bangla Private Limited ('YESS Bangladesh', 'we', 'our') for any service, you ('Client', 'you') agree to be bound by these Terms of Service together with any signed Statement of Work ('SOW'). If you do not agree, do not use the Site or our services.

Each paid engagement is governed by a separate written SOW that defines scope, deliverables, milestones, acceptance criteria, timeline, and fees. In the event of conflict, the SOW controls over these terms for that specific engagement. Any change to scope after kick-off requires a written change order signed by both parties.

Unless stated otherwise in an SOW, all fees are quoted in Bangladesh Taka (BDT) and exclude applicable VAT, withholding tax (AIT), or cross-border levies required by the National Board of Revenue (NBR). Invoices are payable within 14 calendar days of issuance via bank wire or authorized payment rails. Overdue balances accrue statutory interest at 1.5% per month.

Each deliverable milestone is deemed accepted seven (7) business days following delivery unless the Client provides written itemization of in-scope non-conformities. YESS will remediate verified non-conformities at zero additional cost within the agreed SLA sprint.

Upon settlement of milestone fees, YESS assigns 100% of foreground intellectual property rights in custom deliverables, source code, and data models to the Client. YESS retains pre-existing core libraries, tooling, and frameworks ('Background IP') and grants the Client a perpetual, royalty-free, non-exclusive license to use them as embedded in the deliverables.

Both parties agree to protect proprietary source code, operational frameworks, financial models, and client telemetry with at least the degree of care used for their own sensitive materials. Confidentiality covenants survive for three (3) years post-termination of the engagement.

YESS warrants that all engineering, consulting, and deployment services will be performed with professional skill and diligence by certified personnel adhering to ISO/IEC 27001 and CMMI standards. Except as explicitly stated, free informational tools are provided 'as is'.

Except for gross negligence, willful misconduct, or direct breaches of intellectual property covenants, each party's aggregate monetary liability under an engagement is strictly capped at the total professional fees paid under that specific SOW in the preceding 12 months.

YESS indemnifies the Client against third-party claims asserting that delivered custom code infringes a registered Bangladeshi intellectual property right. The Client indemnifies YESS against claims arising from Client-supplied specifications or unauthorized downstream modifications.

Either party may terminate for material breach un-remedied within 15 days of written notice. Client may terminate for convenience subject to payment for completed milestones and non-cancellable third-party commitments, with full delivery of work-in-progress assets.

Neither party will be held liable for delays or operational stoppages arising from causes beyond reasonable control, including natural catastrophes, severe undersea cable cuts, civil emergencies, or government directives.

Clients and portal users agree not to decompile, reverse-engineer, execute unauthorized penetration testing against YESS infrastructure, or leverage YESS APIs to violate domestic telecommunications and cybersecurity legislation.

These terms are governed exclusively by the laws of the People's Republic of Bangladesh. Unresolved disputes following 30 days of senior executive consultation are subject to the exclusive jurisdiction of the competent courts of Dhaka, Bangladesh.

YESS reserves the right to amend these general terms to reflect statutory changes in taxation, data privacy, or trade regulations. The version active at the time of SOW signature will govern the respective active engagement.