Terms and Conditions

1. Acceptance of Terms

These Terms and Conditions constitute a legally binding agreement between you (whether personally or on behalf of an organisation) and Datalune regarding your use of our website and services. By accessing our website, submitting enquiries, or engaging our services, you acknowledge that you have read, understood, and agree to be bound by these terms.

If you do not agree with any part of these terms, you must not use our website or services. We reserve the right to refuse service to anyone for any reason at any time.

These terms apply to all users of the website, including browsers, customers, clients, and organisations engaging our professional services.

2. Definitions

For the purposes of these Terms and Conditions:

• "We," "Us," "Our" refers to Datalune, a professional services organisation based in Kuala Lumpur, Malaysia.
• "You," "Your," "Client" refers to the individual or organisation accessing our website or engaging our services.
• "Services" refers to AI Data Quality Health Check, AI Pedagogy Workshop Series, AI Strategy and Implementation Partnership, and any related professional services we provide.
• "Website" refers to the Datalune website and all associated web pages.
• "Engagement" refers to any contractual arrangement for the provision of services.
• "Deliverables" refers to reports, documentation, workshop materials, and other outputs produced during service delivery.

3. Service Description

Datalune provides professional consulting services focused on artificial intelligence integration in business and educational contexts. Our services include but are not limited to:

• Data quality assessment and improvement roadmapping
• Educational workshop delivery for AI-aware teaching practices
• Strategic AI integration planning and implementation support
• Advisory services on data governance and AI ethics

Service descriptions provided on our website are general in nature. Specific deliverables, timelines, and scope for each engagement are defined in separate service agreements or statements of work.

We reserve the right to modify service offerings, pricing, and availability at any time without prior notice. Such changes do not affect existing contractual commitments.

4. Engagement Process and Contracting

4.1 Initial Consultation: Engagement begins with consultation to understand your needs and determine service appropriateness. Initial consultations do not create contractual obligations.

4.2 Service Agreement: Formal engagement requires a written service agreement specifying scope, deliverables, timeline, fees, and other relevant terms. Services commence only after both parties execute the agreement.

4.3 Scope Changes: Requests for scope changes during engagement are addressed through amendment processes. We will communicate implications for timeline and fees before implementing changes.

4.4 Client Responsibilities: You agree to provide timely access to information, personnel, and resources necessary for service delivery. Delays caused by unavailability of client resources may affect project timelines.

5. Fees and Payment

5.1 Service Fees: Fees for services are specified in individual service agreements. Unless otherwise stated, fees are quoted in Malaysian Ringgit (MYR).

5.2 Payment Terms: Standard payment terms are net 30 days from invoice date unless alternative arrangements are agreed in writing. Late payments may incur interest charges at the rate of 1.5% per month.

5.3 Expenses: Reasonable out-of-pocket expenses incurred during service delivery are billed separately unless included in fixed-fee arrangements. We will seek approval for significant expenses exceeding specified thresholds.

5.4 Taxes: Fees exclude applicable taxes unless otherwise stated. You are responsible for all applicable taxes, duties, and similar charges.

5.5 Refund Policy: Refunds are handled on a case-by-case basis according to service agreement terms. Work completed before termination remains billable.

6. Intellectual Property Rights

6.1 Our Materials: All methodologies, frameworks, templates, and pre-existing materials we bring to engagements remain our intellectual property. You receive a limited license to use deliverables for internal purposes related to the engagement.

6.2 Client Materials: You retain all rights to information, data, and materials you provide. By engaging our services, you grant us a license to use such materials as necessary for service delivery.

6.3 Deliverables: Upon full payment, you receive ownership of custom deliverables created specifically for your engagement, subject to our right to retain copies for quality assurance and professional development purposes.

6.4 Restrictions: You may not resell, redistribute, or repurpose deliverables for commercial gain without our written consent. Our branding and attribution must remain intact in all materials.

7. Confidentiality

7.1 Mutual Obligations: Both parties agree to maintain confidentiality of non-public information disclosed during engagements. This obligation survives termination of the engagement.

7.2 Exceptions: Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

7.3 Data Protection: We handle personal information in accordance with our Privacy Policy and applicable data protection laws, including the Malaysian Personal Data Protection Act 2010.

7.4 Case Studies: We may develop case studies or reference materials from engagements provided all identifying information is anonymised and you provide written consent.

8. Warranties and Disclaimers

8.1 Professional Standards: We warrant that services will be performed with reasonable care and skill consistent with professional industry standards.

8.2 No Guarantees: While we provide professional advice and recommendations, we do not warrant specific outcomes or results from implementing our guidance. AI integration success depends on numerous factors beyond our control.

8.3 Third-Party Tools: We may recommend third-party tools, technologies, or vendors. We are not responsible for the performance, availability, or suitability of third-party offerings.

8.4 Service Limitations: Our services are advisory in nature. Implementation decisions and outcomes remain your responsibility. We are not liable for decisions made based on our recommendations.

9. Limitation of Liability

9.1 Liability Cap: Our total liability for any claims arising from services provided shall not exceed the fees paid for the specific engagement giving rise to the claim.

9.2 Excluded Damages: We are not liable for indirect, consequential, special, or incidental damages, including lost profits, business interruption, or data loss, even if advised of such possibility.

9.3 Time Limit: Claims must be brought within twelve months from the date of service completion or the date you became aware (or should reasonably have become aware) of the issue.

9.4 Essential Provisions: These limitations are fundamental to the agreement between parties and reflect the allocation of risk. They apply to the maximum extent permitted by Malaysian law.

10. Indemnification

You agree to indemnify and hold harmless Datalune, its team members, and affiliates from claims, damages, losses, and expenses (including reasonable legal fees) arising from:

• Your use of our services
• Your violation of these terms
• Your infringement of any intellectual property or other rights
• Implementation of recommendations without appropriate due diligence
• Misrepresentation of information provided to us

11. Termination

11.1 By Client: You may terminate services by providing written notice as specified in the service agreement. You remain obligated to pay for work completed and committed expenses.

11.2 By Datalune: We may terminate services if you breach material terms, fail to provide necessary cooperation, or if circumstances make continued engagement impractical.

11.3 Effects of Termination: Upon termination, we will provide deliverables for completed work. Confidentiality obligations, intellectual property provisions, and payment obligations survive termination.

11.4 Transition Assistance: Subject to payment of outstanding fees, we will provide reasonable transition assistance to facilitate handover of work in progress.

12. Dispute Resolution

12.1 Informal Resolution: Parties agree to attempt good-faith resolution of disputes through direct discussion before pursuing formal proceedings.

12.2 Mediation: If informal resolution fails, parties agree to participate in mediation conducted by a mutually acceptable mediator before initiating litigation or arbitration.

12.3 Governing Law: These terms are governed by the laws of Malaysia. Any legal action must be brought in courts located in Kuala Lumpur, Malaysia.

12.4 Costs: The prevailing party in any dispute may recover reasonable legal costs and expenses from the non-prevailing party.

13. General Provisions

13.1 Entire Agreement: These terms, together with specific service agreements, constitute the entire agreement between parties and supersede all prior understandings.

13.2 Amendments: We may modify these terms by posting updated versions on our website. Material changes affecting existing engagements require written agreement.

13.3 Severability: If any provision is found invalid or unenforceable, remaining provisions continue in full force and effect.

13.4 Waiver: Failure to enforce any provision does not constitute waiver of that provision or our right to enforce it subsequently.

13.5 Assignment: You may not assign rights or obligations under these terms without our written consent. We may assign to affiliates or in connection with business transfers.

13.6 Force Majeure: Neither party is liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, pandemics, or government actions.

14. Website Use

14.1 Acceptable Use: You may use our website for lawful purposes only. You agree not to use the website in ways that could damage, disable, or impair our systems or interfere with other users.

14.2 Accuracy: While we strive for accuracy, we do not warrant that website content is complete, current, or error-free. Information is subject to change without notice.

14.3 Links: Our website may contain links to third-party websites. We are not responsible for content, privacy practices, or availability of external sites.

15. Contact Information

For questions about these Terms and Conditions or our services, please contact: