Terms & Conditions.
Last updated: June 26, 2026
1. Introduction
These Terms and Conditions ("Terms") govern your use of the Zenpixl website (zenpixl.com) and your engagement with Zenpixl's software development services. By accessing this website or entering into a project agreement with us, you accept these Terms in full.
If you disagree with any part of these Terms, you must not use our website or services. Zenpixl reserves the right to modify these Terms at any time. Your continued use of the website following any changes constitutes acceptance of the updated Terms.
For purposes of these Terms, "Zenpixl", "we", "us" or "our" refers to Zenpixl, operated by Md. Mostafizur Rahman, Dhaka, Bangladesh. "Client", "you", or "your" refers to any individual or entity engaging with our website or services.
2. Use of This Website
You may use this website for lawful purposes only. You must not:
- Use the website in any way that violates applicable laws or regulations
- Transmit any unsolicited or unauthorised advertising, spam, or promotional material
- Attempt to gain unauthorised access to any part of the website, server, or database
- Interfere with, disrupt, or damage the website, its servers, or its availability
- Scrape, harvest, or collect data from the website using automated means without written consent
- Impersonate Zenpixl or its representatives
- Post or transmit any malicious code, viruses, or harmful content
We reserve the right to restrict or terminate access to the website for any user who violates these conditions.
3. Services
Zenpixl provides custom software development services including, but not limited to:
- SaaS platform development (multi-tenant, subscription-based)
- AI-driven application development and LLM integrations
- Enterprise system development (ERP, CRM, inventory, HR platforms)
- API development and third-party integrations
- Shopify app development and e-commerce solutions
- Technical consulting, code reviews, and architecture planning
- Ongoing maintenance, retainer support, and hosting management
The specific scope, deliverables, timeline, and cost of any engagement are defined in a separate written project agreement or contract between Zenpixl and the client. In the event of conflict between these Terms and a signed project agreement, the project agreement takes precedence.
4. Proposals & Project Agreements
Project proposals submitted by Zenpixl are valid for 14 days from the date of issue unless otherwise stated. A proposal does not constitute a binding agreement until both parties have agreed to the terms in writing (via email confirmation, contract signature, or Upwork contract).
Work will not commence until:
- The project scope and timeline have been agreed in writing
- Any required deposit or initial payment has been received
- Both parties have confirmed the agreed payment structure
Any verbal discussions, informal messages, or exploratory calls do not constitute a binding agreement or commitment to deliver.
5. Client Obligations
To enable Zenpixl to deliver work efficiently and to the agreed quality, clients agree to:
- Provide a clear, written project brief or requirements document before work begins
- Provide timely access to any systems, accounts, credentials, APIs, or documentation required
- Provide feedback, approvals, and decisions within agreed timeframes (typically 3–5 business days)
- Designate a single point of contact with authority to approve work and make decisions
- Make payments on time according to the agreed payment schedule
- Not request work that violates applicable laws, third-party licences, or ethical standards
Delays caused by client inaction — late feedback, missing assets, unclear requirements, or failure to provide access — may result in revised timelines and/or additional charges. Zenpixl accepts no liability for project delays attributable to client-side factors.
6. Payment Terms
Unless otherwise stated in your project agreement:
- A deposit of 30–50% is required before work commences on new projects
- Remaining payments are due at agreed milestones or on project completion
- Invoices are due within 7 calendar days of issue unless otherwise agreed
- Late payments may incur a late fee of 2% per month on the outstanding balance
- Work may be paused or withheld if invoices are more than 14 days overdue
- Zenpixl reserves the right to withhold delivery of final code, deployment, or project handover until all outstanding invoices are settled
Payments are accepted via bank transfer, PayPal, Wise, Upwork, or other methods agreed in advance. All prices are exclusive of applicable taxes unless stated otherwise.
7. Intellectual Property & Ownership
Client-owned deliverables:
Upon receipt of full and final payment, all custom code, designs, and deliverables created specifically for the client become the intellectual property of the client, unless otherwise specified in the project agreement.
Third-party components:
Projects may incorporate open-source libraries, frameworks, or third-party APIs. These remain subject to their original licences. Zenpixl will disclose material third-party components upon request.
Pre-existing IP:
Any tools, frameworks, boilerplates, utilities, or code that Zenpixl developed independently before or during the project — and that are not specific to the client's project — remain the intellectual property of Zenpixl. Where such IP is incorporated into client deliverables, Zenpixl grants the client a non-exclusive, perpetual licence to use it.
Portfolio use:
Unless you request otherwise in writing, Zenpixl reserves the right to reference your project (name, description, technology used) in our portfolio, case studies, and marketing materials. We will not disclose confidential business logic or proprietary information without written consent.
8. Confidentiality
Zenpixl treats all client information — including business plans, technical architecture, source code, credentials, and business data — as strictly confidential. We will not disclose such information to any third party without your express written consent, except as required by law.
This confidentiality obligation survives the termination of any project agreement indefinitely. Zenpixl staff and collaborators with access to client information are bound by the same confidentiality obligations.
For projects requiring a formal Non-Disclosure Agreement (NDA), we provide and sign NDAs upon request before any sensitive information is shared.
9. Warranties & Standards
Zenpixl warrants that:
- Work will be performed with reasonable skill, care, and professionalism
- Deliverables will substantially conform to the agreed written specification
- We will use industry-standard security practices during development and delivery
- We will not knowingly incorporate malicious code or unlicensed third-party IP into deliverables
Except as expressly stated, all other warranties — including fitness for a particular purpose, uninterrupted operation, or freedom from errors — are excluded to the fullest extent permitted by law. Software inherently contains bugs; we provide a post-delivery bug-fix period as defined in your project agreement.
10. Limitation of Liability
To the maximum extent permitted by law, Zenpixl's total liability to a client for any claim arising from an engagement shall not exceed the total fees paid by the client in the 3 months preceding the claim.
Zenpixl shall not be liable for:
- Indirect, consequential, or incidental damages
- Loss of business, profit, revenue, data, or goodwill
- Delays or failures caused by third-party services (hosting providers, APIs, cloud platforms)
- Security breaches caused by client-side vulnerabilities or misconfiguration
- Losses resulting from client failure to keep software, systems, or credentials updated after handover
11. Termination
Either party may terminate a project engagement by providing written notice. The following applies upon termination:
- All fees for work completed to the date of termination remain due and payable
- Completed and paid deliverables will be handed over to the client
- Pre-paid amounts for work not yet begun may be refunded in accordance with our Refund Policy
- Confidentiality obligations survive termination indefinitely
Zenpixl may terminate an engagement immediately if the client: fails to pay invoices, engages in abusive or unlawful conduct, or materially breaches the project agreement.
12. Force Majeure
Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including but not limited to: natural disasters, government actions, internet infrastructure failures, pandemic-related disruptions, or power outages. The affected party must notify the other party in writing as soon as reasonably practicable. If such circumstances persist for more than 30 days, either party may terminate the engagement without penalty.
13. Governing Law & Jurisdiction
These Terms are governed by the laws of Bangladesh. Any dispute arising from or in connection with these Terms or any project engagement shall first be addressed through good-faith negotiation between the parties.
If a dispute cannot be resolved informally within 30 days, it shall be subject to the exclusive jurisdiction of the courts of Dhaka, Bangladesh, unless a separate dispute resolution mechanism has been agreed in the project contract.
For clients based in the European Union, UK, or United States, applicable consumer protection rights under your local jurisdiction are not affected by this clause.
14. Entire Agreement
These Terms, together with any signed project agreement, proposal, or contract, constitute the entire agreement between Zenpixl and the client. They supersede all prior discussions, representations, or arrangements. If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full effect.
15. Contact
For questions regarding these Terms, please contact us: