Terms of Service

1. About These Terms

These terms apply to all software licences and services you buy from Opto Softechs Pvt. Ltd., Nagarjun Municipality – 1, Kathmandu, Nepal (‘Opto Softechs’, ‘we’, ‘us’), and to the use of this website. Our Refund Policy and Acceptable Use Policy form part of these terms. Your own terms and conditions do not apply, even if we do not object to them.

2. Business Customers Only

Our software and services are sold only to businesses – companies, retailers, sole traders, freelancers and self-employed persons buying for their business. We do not sell to consumers. When ordering, you confirm that you buy for your business and give your company or trading name. If we find out that an order was placed by a consumer, we may refuse it or cancel the contract and refund the price.

3. How a Contract Is Made

The product pages on our website are not binding offers. You place an order through our order or enquiry form, or through the checkout of an authorised reseller. The contract is made when we confirm your order or send you your licence key, whichever comes first. If a reseller is the seller of record, your purchase contract is with that reseller, while the licence to use the software is granted by us under these terms.

4. Prices and Payment

• All licences and update extensions are one-time purchases. There are no subscriptions, no automatic renewals and no recurring charges
• The price shown when you order applies. Whether VAT is added is stated with the price or on the invoice
• Payment is due when you order, unless we agree otherwise
• Services are charged as set out in the individual quote or agreement

5. Delivery and Activation

• After payment you receive your licence key and a download link by email
• The software must be activated online once on each computer. After activation it works without an internet connection; an internet connection is only needed for updates and for activating another computer
• Each licence covers the number of computers stated in the product description. On the ‘Manage Licence’ page you can remove a computer and use the licence on a new one

6. What Your Licence Allows

You receive a permanent, non-exclusive right to install and use the software for the internal purposes of your business, on the number of computers your licence covers. You may make backup copies.

You may not:

• share your licence key or use it on more computers than it covers
• bypass, remove or manipulate the licence check
• rent the software out or offer it as a service to third parties
• decompile or change the software, except where the law expressly allows this (for example to make it work with other programs)

You may pass your licence on to another business only with our consent, which we will not refuse without good reason, and only if you uninstall your own copy completely.

7. Updates

• Update period: your licence includes free updates for 5 years from the purchase date. After that, the software keeps working with the last version you received
• Optional update extension: you can extend the update period by 3 years at a time for a one-time payment, as set out in Section 5.2 of our Refund Policy. Extensions are never automatic
• What happens if we close or the business is sold is explained in Section 5 of our Refund Policy
• Updates may improve, change or add features and adapt the software to new legal requirements. We will not remove features you rely on without a good reason

8. Your Responsibilities

• Backups: your data is stored on your own computer. You are responsible for making regular backups
• System requirements: please check that your computer meets the requirements stated on our website
• Tax and legal duties: the software is designed to support your bookkeeping, invoicing and record-keeping duties. You remain responsible for your own tax returns, bookkeeping and legal obligations and for checking the documents and reports the software produces
• Licence key: keep your licence key confidential

9. Defects and Support

9.1 The agreed quality of the software is set out in the product description on our website at the time of your purchase. Like all software, our software cannot be guaranteed to be completely free of errors. Statements in the product description describe features; they are not guarantees unless we expressly call them a guarantee in writing.

9.2 Please report defects to contact@optosoftechs.com without undue delay after you discover them, with a description that allows us to reproduce the problem. Obvious defects must be reported within two weeks of installation.

9.3 We will first remedy a defect, at our choice, by an update, a patch, a new version or a reasonable workaround that does not significantly impair use. If the remedy fails or is not provided within a reasonable time, your further rights are set out in Section 3 of our Refund Policy.

9.4 Please install the updates and fixes we provide for a reported defect. We are not responsible for damage that installing a fix we had already made available to you would have prevented.

9.5 We are not responsible for problems caused by changes to the software not made by us, by use on systems that do not meet the published system requirements, by third-party software or hardware, or by use contrary to these terms, unless the problem would have occurred anyway.

9.6 Claims for damages and for reimbursement of expenses resulting from defects are governed exclusively by Section 10 (Liability). Support is provided by email at contact@optosoftechs.com.

10. Liability

10.1 We are fully liable for damage we cause intentionally or through gross negligence, for injury to life, body or health, under mandatory product liability law, where we have given a guarantee, and where we have concealed a defect fraudulently.

10.2 If we slightly negligently breach an obligation that is essential for the contract – one that makes proper performance possible in the first place and on which you may regularly rely – our liability is limited to the damage that is typical and foreseeable for this kind of contract at the time the contract was made. Otherwise we are not liable for slight negligence.

10.3 For loss of data, we are only liable for the effort it would have taken to restore the data from backups made regularly and in line with the risk, as described in Section 8.

10.4 The software supports your bookkeeping, invoicing and tax processes but does not provide tax or legal advice. When assessing any damage, we take into account whether you checked the documents and reports produced by the software as described in Section 8.

10.5 The limitations in this Section also apply to claims for damages arising from defects, and to the personal liability of our employees, representatives and agents.

10.6 The limitation period for claims based on defects and for claims for damages is one year. For claims based on defects it starts when the software is delivered to you; otherwise it starts at the time set by law. This does not apply to claims under Section 10.1, for which the statutory limitation periods apply.

11. Services

For services such as consulting, setup or project work, the individual quote or agreement applies first. These terms apply where the agreement says nothing.

12. Using Our Website

You may use this website to find out about our products and to contact or order from us. Please follow our Acceptable Use Policy. Content on this website, including text, images and software, is protected by copyright.

13. Blocking a Licence

If a licence key is clearly misused – for example shared publicly, used on far more computers than allowed, or obtained with a payment that was reversed without reason – we may block it. Where appropriate we will warn you first and give you the chance to fix the problem.

14. Changes to These Terms

We reserve the right to change these Terms of Service, our Refund Policy and our Acceptable Use Policy at any time, for example to reflect new products, prices or services, changes in our business, or new legal requirements. Changes take effect when they are published on this website.

• Purchases: each purchase is governed by the version of these terms in force at the time of that purchase. A later change applies only to purchases made after it takes effect and does not reduce the rights, update period or paid extensions of a licence you have already bought, unless you agree to the change
• Use of this website and our licence server: the version published at the time of use applies
• Previous versions remain available through the version history on each page

15. Transfer of the Contract

We may only transfer our rights and obligations under your contract to another company with your consent. We will tell you in advance who the new provider would be. For running update periods, Section 5.3 of our Refund Policy applies.

16. Applicable Law and Dispute Resolution

16.1 These terms and all contracts made under them are governed by the laws of Nepal, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

16.2 Any dispute arising out of or in connection with these terms or a contract made under them shall be finally resolved by arbitration under the rules of the Nepal Council of Arbitration (NEPCA). The seat of arbitration is Kathmandu, Nepal. The language of the arbitration is English. The arbitral award is final and binding on both parties.

16.3 Nothing in this Section prevents either party from applying to any competent court for interim or protective measures.

16.4 Mandatory statutory provisions, in particular data protection law, remain unaffected.

17. If a Clause Is Invalid

If any part of these terms is invalid, the rest remains valid. The statutory rules then apply in place of the invalid part.

18. Contact

Opto Softechs Pvt. Ltd.
Nagarjun Municipality – 1, Kathmandu, Nepal
Email: contact@optosoftechs.com

These Terms of Service are effective as of October 2026.