Upsenso Terms and Conditions

Effective Date: October 7, 2026 Version: 2026-10-07

The short version

You own your business data. We store and sync it only to run Upsenso for you.

Upsenso works offline, but records that have not synced yet exist only on that device until they do.

AI answers, forecasts, and unusual-activity alerts are suggestions to check, not facts or professional advice.

Upsenso is a business tool. Receipts it produces are business records, not official BIR invoices, and it does not replace your accountant or your own legal and tax obligations.

Paid plans are billed through Google Play, renew automatically, and are cancelled in Google Play.

To make a privacy or account request, email support@upsenso.com.

This summary is for convenience only. The full Terms below are what apply.

1. Who We Are and These Terms

Upsenso is the product and service described in these Terms ("Upsenso", "we", "us", or "our"). We do not use these Terms to claim a corporate form, government registration, tax registration, or principal office that has not been established. You can contact the operator of the Service at support@upsenso.com.

These Terms and Conditions ("Terms") govern your access to and use of the Upsenso application, website, software, services, and related features (together, the "Service").

By creating an account, selecting "I agree", or otherwise accessing or using Upsenso after being presented with these Terms, you agree to be bound by them. If you do not agree, do not use the Service.

2. About Upsenso

Upsenso is an offline-first business management platform. Depending on your plan, device, platform, connectivity, and the availability of third-party services, it may include:

• Point of Sale (POS)
• Product, ingredient, recipe, and inventory management
• Sales, refunds, and transaction management
• Expense tracking, including receipt scanning
• Procurement and supplier management
• Employee, role, and permission management
• Customer records
• Business reports, analytics, and branch comparison
• Multi-branch management
• Audit logs and activity monitoring
• Unusual activity detection
• An AI business assistant
• Data export and other business management tools

Some features may be experimental, in preview, or labelled "beta". These may change or be withdrawn at any time and are provided with less assurance than generally available features.

3. Eligibility and Authority

You must be at least 18 years old and have the legal capacity to enter into a binding agreement to use Upsenso.

If you use Upsenso on behalf of a business or organization, you represent that you are authorized to accept these Terms on its behalf, and "you" includes that business or organization.

You are responsible for making sure your use of Upsenso complies with the laws, regulations, licensing requirements, and tax requirements that apply to your business. Using Upsenso does not mean your business is registered, accredited, licensed, or approved by any government agency.

4. Your Account

Most features require an Upsenso account. You agree to give accurate, reasonably current information when you create and maintain it.

You are responsible for:

• keeping your login credentials, PINs, and verification codes confidential;
• controlling who can use the devices signed in to your account;
• signing out of, or locking, shared devices when appropriate;
• giving appropriate roles and permissions to your employees and other authorized users; and
• activity performed through your account by people you have authorized.

Tell us promptly at support@upsenso.com if you believe your account has been compromised or accessed without authorization.

5. Owner, Manager, Employee, and Other User Accounts

Business owners and authorized administrators can create and manage accounts for employees and assign roles such as Owner, Co-owner, Branch Manager, Inventory Staff, or Cashier, and can grant or remove individual permissions.

The business owner or authorized administrator decides which permissions each user receives and is responsible for those choices.

Each employee or other authorized user must also accept these Terms the first time they sign in. Their use of Upsenso is on behalf of the business that invited them.

Actions taken by users are recorded in audit logs and may be reviewed by the unusual activity features for security, accountability, and business management. The business is responsible for informing its employees and other users that their activity in Upsenso is logged and may be monitored, and for having an appropriate legal basis to do so.

6. Offline-First Operation and Synchronization

Upsenso is designed so supported operations can continue without an internet connection. Records created offline are first stored on the device and are synchronized with Upsenso's online services when a connection is available and your plan includes cloud synchronization.

You acknowledge that:

• some features require an internet connection;
• synchronization may be delayed by connectivity, device, server, or third-party conditions;
• cloud features, including cloud AI and payment verification, may be unavailable offline;
• information shown on one device may temporarily differ from another device until synchronization finishes; and
• records that have not yet synchronized exist only on that device. They may be permanently lost if the device is lost, damaged, reset, or replaced, if the app is uninstalled or its data is cleared, or if you sign out before synchronization completes. Where your plan does not include cloud synchronization, your data is stored only on your device.

Upsenso uses synchronization, conflict-resolution, validation, and data-integrity mechanisms to reduce inconsistencies between devices and the cloud. When two devices change the same record, the most recent change generally takes effect. You remain responsible for reviewing important records, keeping devices connected regularly so data can sync, and reporting suspected synchronization problems.

7. Your Business Data

You keep ownership of the business data that you and your authorized users enter into Upsenso, including products, inventory, transactions, expenses, receipts and receipt images, suppliers, employees, customers, recipes, branches, and reports ("Business Data").

You grant Upsenso a limited, non-exclusive license to store, process, synchronize, transmit, back up, and otherwise handle Business Data only as reasonably necessary to provide, secure, maintain, support, and improve the Service, and as required by law. We do not sell your Business Data.

You are responsible for the accuracy, legality, and appropriateness of the Business Data entered into your account.

8. Personal Information and Privacy

Upsenso processes personal information to create accounts, authenticate users, run features, synchronize data, provide support, keep the Service secure, and meet legal obligations. Our handling of personal information is described in the Upsenso Privacy Policy, which forms part of these Terms.

When your business enters personal information about its customers, employees, suppliers, or other individuals into Upsenso:

• your business is the Personal Information Controller for that information under the Data Privacy Act of 2012 (Republic Act No. 10173) and its implementing rules;
• Upsenso acts as a Personal Information Processor on your behalf and processes that information only on your documented instructions (including your use of the Service's features), to provide the Service, or as required by law;
• your business is responsible for having a lawful basis to collect and use that information, for giving any required notices to the individuals concerned, and for responding to their requests; and
• Upsenso uses technical safeguards and access controls described in the Privacy Policy and will respond to data-subject and breach obligations as applicable law requires.

9. Point-of-Sale and Transaction Records

Upsenso provides tools to record sales, payments, refunds, discounts, inventory movements, and related transactions. Your business remains responsible for checking transaction amounts, prices, taxes, discounts, refunds, inventory quantities, receipts, reports, and other financial or operational records.

Payment methods recorded at the point of sale (for example cash, GCash, Maya, cards, or bank transfer) are records only. Upsenso does not process, hold, or transfer those customer payments, and is not responsible for them.

Upsenso is a business management tool. It does not replace professional accounting, tax, legal, or financial services.

10. BIR, Tax, and Invoicing Disclaimer

What Upsenso provides. Upsenso currently provides business management, transaction recording, inventory, reporting, and related tools.

What its sales documents are. Receipts and other sales documents produced by Upsenso, whether printed, shown on screen, shared, exported, or reprinted, are currently generated for your operational and record-keeping purposes. They are labelled "Sales Transaction Record" and carry a notice saying so.

What they are not. Upsenso is currently not offered as a solution registered or accredited with the Bureau of Internal Revenue (BIR), whether as a Computerized Accounting System, a POS, or a cash register machine, and Upsenso does not represent the documents it produces as BIR-authorized invoices or receipts. You agree not to present them to customers, to the BIR, or to anyone else as such, and not to alter their wording to suggest that they are.

Your responsibilities. Your business remains responsible for complying with the BIR registration, invoicing, bookkeeping, and tax requirements that apply to it, including those under the Ease of Paying Taxes Act, and with the requirements of local government units and other authorities. You should keep issuing and maintaining whatever invoices, receipts, books, and records the law requires of your business, separately from Upsenso where necessary. Using Upsenso does not by itself satisfy any of these requirements. If you are unsure what applies to you, consult the BIR or a qualified accountant or tax adviser.

Tax figures. VAT and other tax amounts shown in Upsenso are calculated from the rates and settings you enter. They are provided for your reference and are not a tax computation or filing.

Future features. Upsenso may introduce invoicing features that meet BIR requirements in the future, once the applicable requirements are satisfied. Any such feature will be clearly identified in the app when it becomes available. Until then, this section applies to every plan, including paid plans.

11. AI Assistant

Upsenso includes AI features that can help you understand business information, analyze trends, generate summaries, identify possible issues, forecast performance, and suggest actions.

• On-device AI runs on your device. Your questions and data used by it stay on the device.
• Cloud AI is optional, off by default, and used only after you allow online analysis on the device. When used, your prompt and selected business and conversation context needed for the request are sent through Supabase to OpenAI. Upsenso does not save the prompt or reply in its cloud database, but it records usage and diagnostic metadata such as account identifiers, template, model, token counts, status, latency, routing reason, and turn identifier. OpenAI may retain limited API data under its API data controls. You can turn online analysis off for later requests at any time.
• Cloud AI use may be limited by a monthly quota that depends on your plan.
• The support chat on upsenso.com answers general questions from Upsenso's published product information. It cannot see or change your account or business data. Its answers are informational, may be incomplete or wrong, and are not offers, quotes, or commitments; the prices and terms shown in Google Play and in these Terms apply. For anything specific to your account, contact support.

AI outputs may be inaccurate, incomplete, or wrong. They are decision-support information, not guaranteed facts or professional advice. Verify important information before making financial, inventory, employment, legal, tax, purchasing, or other significant decisions. Some changes require confirmation; others, such as supported stock updates, may be applied with a short Undo period. Review the screen before acting on a suggestion.

12. Forecasting and Predictions

Forecasts are estimates based on available historical information and analytical or AI techniques. They are not guarantees of future sales, demand, profit, inventory needs, or business performance. Actual results may differ because of market conditions, customer behaviour, economic conditions, incomplete or inaccurate data, unexpected events, or other factors outside Upsenso's control.

13. Unusual Activity Detection

Upsenso may flag transactions or activities that appear unusual based on rules, historical patterns, or analytical systems.

An alert does not mean that fraud, theft, misconduct, or unauthorized activity has occurred. Alerts help owners and authorized personnel decide what to look into. You are responsible for reviewing the available evidence and following fair and lawful procedures, including due process under applicable labour laws, before taking any action against an employee, customer, supplier, or other person.

14. Subscription Plans and Billing

Upsenso offers a free plan and paid plans. Features and limits, such as cloud synchronization, number of branches, devices, users, AI usage, and storage, depend on your plan. The plan details shown in the app at the time of purchase form part of these Terms.

Subscription fees pay for Upsenso's software and service features. BIR-authorized invoicing is not currently included in any plan (see Section 10).

• Payment. Paid plans bought in the Android app are sold and billed through Google Play. Google Play processes the payment under its own terms, and prices are shown in Philippine pesos (or your Google Play currency) before you confirm.
• Automatic renewal. Subscriptions renew automatically at the end of each billing period at the then-current price unless you cancel before the renewal date.
• Cancellation. Cancel at any time in Google Play (Play Store > Payments & subscriptions > Subscriptions). Cancellation stops the next renewal; you keep paid features until the end of the period you already paid for. Uninstalling the app does not cancel a subscription.
• Refunds. Refunds for purchases made through Google Play are handled under Google Play's refund policies. Except where required by law, Upsenso does not give refunds or credits for partial periods or unused features.
• Failed payments. If a renewal payment fails, your subscription may enter a grace period during which paid features remain available while Google Play retries payment. If payment is not completed, your account moves to the free plan.
• Downgrade and expiry. When a paid subscription ends, the account moves to the free plan. Features and limits that the free plan does not include become unavailable. Your data is not deleted because of a downgrade, but data beyond the free plan's limits, such as additional branches or devices, may become read-only or inaccessible until you upgrade again.
• Price and plan changes. We may change prices or plan features for future billing periods. We will give reasonable advance notice of a price increase through the app, by email, or through Google Play, and Google Play may ask you to confirm it.

15. Trials and Promotional Access

We may offer free trials, discounts, or temporary access to paid features. The terms of each offer, including its length and eligibility, are shown when it is offered. Unless you cancel before a trial ends, it may convert to a paid subscription as shown at sign-up. We may change or end promotional offers for the future, subject to applicable law and to commitments already made to eligible users.

16. Data Export, Account Deletion, and Retention

Where supported, you can export the record types identified by the export screen. The CSV bundle does not necessarily include every record, image, attachment, or server-side entry. You should keep separate records or backups of business-critical information.

You may submit an access, correction, portability, objection, erasure, blocking, or account request to support@upsenso.com. We may verify your identity and authority over the affected business before responding. Shared-business records, transaction records, legal acceptances, security records, and backups may need separate treatment or retention under applicable law. Contact Support before relying on account closure as deletion of a business or another user's records.

17. Acceptable Use

You agree not to use Upsenso to:

• engage in unlawful or fraudulent activity;
• falsify transactions or records for an unlawful purpose, including tax evasion;
• access another person's account or business without authorization;
• bypass security, permission, plan, or device-limit controls;
• introduce malware or harmful code;
• attack, disrupt, overload, scrape, or interfere with the Service, including by sending automated or bulk messages to the support form or chat, or trying to extract the assistant's instructions or other people's information;
• reverse engineer, decompile, or copy the Service, except where applicable law expressly allows it;
• misuse AI or other features for unlawful or harmful purposes; or
• violate applicable laws or the rights of others.

We may restrict or suspend access where reasonably necessary to protect users, the Service, or third parties from abuse, security threats, or unlawful activity.

18. Security

Upsenso uses technical and organizational safeguards designed to protect accounts and information. No software, device, storage system, or internet transmission is completely secure.

You are responsible for reasonable security practices, including protecting passwords and PINs, securing and updating devices, giving employees only the permissions they need, removing access for people who leave your business, installing legitimate updates, and promptly reporting suspected unauthorized access.

19. Third-Party Services

Some features depend on third-party services, such as cloud hosting and authentication providers, AI providers, Google Sign-In, Google Play Billing, push notification services, email delivery services, and printers or other hardware. The providers we use are listed in the Privacy Policy.

These services may have outages, changes, or interruptions outside our reasonable control, and your use of them may also be subject to their own terms and privacy practices. If you downloaded Upsenso from an app store, that store's terms also apply to your download and purchases.

20. Service Availability and Updates

We aim to provide a reliable Service but do not guarantee uninterrupted or error-free operation. The Service may be unavailable because of maintenance, updates, infrastructure failures, internet outages, third-party interruptions, device problems, security incidents, or events beyond our reasonable control, such as natural disasters, power outages, government action, or public emergencies.

Offline-supported features may keep working during some interruptions. Features that need online services may be unavailable until connectivity or service is restored. Some updates may be required to keep using the Service securely.

21. Intellectual Property

The Upsenso name, logo, branding, software, interfaces, source code, designs, documentation, and other materials belong to the operator of the Service or its licensors. These Terms do not transfer ownership of them to you.

While your account is authorized, Upsenso gives you a limited, non-exclusive, non-transferable, revocable right to use the Service in line with these Terms. Upsenso includes open-source software licensed under its own terms; those licences are listed in the app under Settings > Legal > Open-source licences.

22. Feedback

If you voluntarily send suggestions, ideas, bug reports, or other feedback, you allow Upsenso to use them to evaluate and improve the Service without any obligation to you. This does not give Upsenso ownership of your Business Data.

23. Suspension and Termination

We may suspend or terminate access where reasonably necessary because of:

• serious or repeated violations of these Terms;
• fraudulent or unlawful activity;
• security threats, unauthorized access, or misuse;
• non-payment of applicable charges; or
• legal or regulatory requirements.

Where appropriate and legally permitted, we will give notice and a chance to fix the issue before permanent termination, and a reasonable opportunity to export your Business Data.

You may stop using Upsenso at any time and may request account deletion as described in Section 16.

24. Disclaimer of Warranties

To the extent permitted by applicable law, Upsenso is provided "as is" and "as available". We make reasonable efforts to keep the Service reliable, secure, and accurate, but we do not guarantee that it will be uninterrupted, error-free, or suitable for every business purpose.

Nothing in these Terms excludes warranties, protections, remedies, or other rights that cannot legally be excluded under applicable law, including the Consumer Act of the Philippines where it applies.

25. Limitation of Liability

To the extent permitted by applicable law:

• Upsenso is not liable for indirect, incidental, special, punitive, or consequential losses, or for loss of profits, revenue, goodwill, or data, arising from the use of or inability to use the Service. This includes losses from business interruption, inaccurate data entered by users, device failure, connectivity problems, data that had not synchronized, unauthorized access resulting from compromised user credentials, or reliance on AI outputs, forecasts, or alerts.

Nothing in these Terms limits liability for fraud, gross negligence, wilful misconduct, or any other liability that cannot lawfully be limited.

26. Indemnification

To the extent permitted by law, you agree to defend, indemnify, and hold harmless the operator of the Upsenso service and its authorized personnel from claims, losses, liabilities, penalties, and reasonable costs (including legal fees) arising from:

• the Business Data you or your users enter, including personal information you collect without a lawful basis;
• your use of the Service in violation of these Terms or applicable law;
• the acts or omissions of your employees and other authorized users; or
• your failure to meet tax, invoicing, labour, data privacy, or other regulatory obligations of your business.

27. Your Responsibility for Business Decisions

Upsenso helps you manage your business but does not operate it for you. Business owners remain responsible for their employees, transactions, accounting records, inventory decisions, regulatory obligations, taxes, permits, and compliance with applicable laws.

28. Changes to the Service

We may add, change, improve, replace, or discontinue features as the platform evolves. We will communicate material changes that significantly affect users, subscriptions, or legal rights through the app, website, email, or another appropriate method.

29. Changes to These Terms

We may update these Terms when we change the Service, our business practices, security requirements, or legal obligations. Each version shows its effective date and version number, and earlier versions remain available on request.

For a material change, we will present the updated Terms in the app and ask you to review and accept them before continuing. Each published version shows its effective date and version. Any notice required by applicable law will be provided. If you do not accept, you may stop using the Service and contact Support about your records. Non-material changes, such as clarifications or corrections, take effect when published.

30. Electronic Acceptance and Records

When you select "I agree", Upsenso records the document, version, time, and platform associated with that acceptance. Electronic records and acceptance are treated according to applicable law, including the Electronic Commerce Act of 2000 (Republic Act No. 8792).

31. Notices

We may send notices to you through the app, by push notification, or by email to the address on your account. You may send notices to us at support@upsenso.com. Notices are effective when sent, unless the law requires otherwise.

32. Governing Law and Venue

These Terms are governed by the laws of the Republic of the Philippines. Subject to mandatory rights and protections, disputes may be brought before the courts or authorities with jurisdiction under applicable law.

33. Dispute Resolution

Please contact us first at support@upsenso.com about any concern or dispute so we can try to resolve it informally. Both parties agree to try in good faith to resolve a dispute this way for at least 30 days before starting formal proceedings.

Nothing in this section prevents you from exercising rights or filing complaints with an appropriate government agency, such as the National Privacy Commission or the Department of Trade and Industry, where the law allows.

34. General

• Severability. If any provision is found invalid or unenforceable, the rest of these Terms continues to apply.
• No waiver. Our failure to enforce a provision is not a waiver of our right to enforce it later.
• Assignment. You may not transfer your rights under these Terms without our written consent. We may transfer them as part of a merger, acquisition, or sale of assets, with notice to you.
• Survival. Sections that by their nature should survive termination, including Sections 7, 16, 21, and 24 to 34, will survive.
• Language. These Terms are written in English. If a translation is provided and differs, the English version prevails.
• Entire agreement. These Terms, together with the Privacy Policy and any additional terms shown for particular features, plans, or offers, are the entire agreement between you and Upsenso about the Service.

35. Contact Us

Questions, concerns, or requests about these Terms:

Upsenso Website: upsenso.com Support: support@upsenso.com