Terms & Conditions

1. Definitions

In these Terms and Conditions, the following terms have the meanings set out below:

• "Agreement" means these Terms and Conditions, together with any engagement scope document signed by both parties.
• "Service" means the AI integration consulting services provided by Naga Sync, including workflow audits, change management programs, and innovation lab setup and facilitation.
• "User" or "You" means any person or organization accessing this website or engaging with our services.
• "We", "Us", "Our" means Naga Sync, with registered premises at 38 Nimmanhaemin Road Soi 9, Suthep, Chiang Mai 50200, Thailand.
• "Content" means all material on this website, including text, images, frameworks, and documentation produced during engagements.
• "Deliverables" means the documented outputs produced by Naga Sync during a consulting engagement, as specified in the applicable scope agreement.

2. Acceptance of Terms

By accessing this website or submitting an enquiry or engagement request, you confirm that you have read, understood, and agreed to be bound by these Terms and Conditions. If you do not agree, please discontinue use of this website.

These Terms apply to individuals and organizations aged 18 or older with the legal capacity to enter binding agreements. If you are entering into this Agreement on behalf of an organization, you represent that you have the authority to do so.

3. Service Description

Naga Sync provides structured AI integration consulting services for businesses and institutions. Our services include: AI Workflow Audit & Optimization Mapping (5 weeks), AI Change Management & Adoption Support (8 weeks), and AI Innovation Lab Setup & Facilitation (16 weeks). Full service descriptions are available at our Solutions page.

Services are delivered primarily in the Kingdom of Thailand. Remote delivery components may be arranged where agreed in writing.

4. Enquiries and Website Use

Submission of an enquiry via our website contact form does not create a contractual relationship. A binding service agreement is formed only upon exchange of a written scope document signed by both parties.

You agree to use this website for lawful purposes only and in a manner that does not infringe the rights of others. You must not attempt to gain unauthorized access to any part of our systems.

5. Client Responsibilities

Where you engage Naga Sync for a consulting service, you agree to:

• Provide accurate and complete information necessary for the engagement.
• Make appropriate team members and operational areas available for observation and participation as described in the scope agreement.
• Review and respond to milestone deliverables within agreed timeframes.
• Ensure that any internal data shared with Naga Sync has been collected and is being shared in accordance with applicable law.
• Not use our deliverables in ways that violate applicable laws or third-party rights.

6. Intellectual Property

All content on this website — including methodologies, frameworks, text, and visual design — is the intellectual property of Naga Sync and is protected under Thai copyright law.

Upon full payment of engagement fees, Naga Sync grants you a non-exclusive, non-transferable license to use the deliverables produced during your engagement for your internal business purposes. You may not sell, sublicense, or publicly distribute deliverables without our prior written consent.

General frameworks and methodological approaches developed by Naga Sync remain our intellectual property regardless of engagement.

7. Payment Terms

Service fees are as listed on our Solutions page and confirmed in the written scope agreement. All fees are quoted in Thai Baht (฿) and are inclusive of applicable VAT unless otherwise stated.

Payment terms are specified in the scope agreement. We typically require a deposit before commencement and the remainder upon delivery of agreed deliverables.

Invoices not paid within 30 days of the due date may incur a late payment charge of 1.5% per month. We reserve the right to suspend or terminate the engagement in cases of sustained non-payment.

Refunds are not provided for work already completed. Where an engagement is cancelled by the client before completion, fees for work delivered to that point remain payable.

8. Confidentiality

Both parties agree to treat as confidential any non-public information received from the other party in connection with an engagement, and not to disclose such information to third parties without prior written consent, except as required by law.

9. Disclaimers

Naga Sync's services are provided in good faith based on the information available at the time of the engagement. We do not warrant that specific business outcomes will result from implementation of our recommendations. AI tool performance, adoption rates, and business impact depend on factors outside our control.

This website and its content are provided "as is" without warranties of any kind, express or implied.

10. Limitation of Liability

To the maximum extent permitted by Thai law, Naga Sync's total liability to you in connection with any engagement or website use shall not exceed the total fees paid for that engagement in the preceding 12 months.

We shall not be liable for indirect, incidental, consequential, or punitive damages, including loss of profits or business opportunity, arising from use of our services or website, even if we have been advised of the possibility of such damages.

11. Indemnification

You agree to indemnify and hold harmless Naga Sync and its team members from and against any claims, losses, damages, and costs (including legal fees) arising from your misuse of our services or website, breach of these Terms, or violation of any applicable law or third-party rights.

12. Termination

Either party may terminate an engagement by written notice if the other party materially breaches these Terms and fails to remedy the breach within 14 days of written notice.

Naga Sync may terminate website access or decline future engagements at its discretion.

Upon termination, you remain liable for payment of fees for work completed. Sections relating to confidentiality, intellectual property, limitation of liability, and governing law survive termination.

13. Governing Law and Dispute Resolution

These Terms and any disputes arising from them are governed by the laws of the Kingdom of Thailand. The parties submit to the non-exclusive jurisdiction of the courts of Chiang Mai Province, Thailand.

Before initiating formal proceedings, parties agree to attempt resolution through good-faith negotiation for a period of 30 days following written notice of the dispute.

14. Force Majeure

Neither party shall be liable for failure or delay in performance resulting from events beyond reasonable control, including natural disasters, government action, or widespread technology failure, provided that the affected party provides prompt written notice.

15. General Provisions

• Entire Agreement: These Terms, together with any signed scope agreement, constitute the entire agreement between the parties regarding the subject matter herein.
• Severability: If any provision is found unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any provision does not constitute waiver of that provision.
• Assignment: You may not assign your rights or obligations without our prior written consent.

16. Changes to These Terms

We may update these Terms from time to time. The revised version will be posted on this page with an updated effective date. Continued use of our website or services after changes take effect constitutes acceptance of the revised Terms.

17. Contact

For questions about these Terms, contact us at:
Naga Sync
38 Nimmanhaemin Road Soi 9, Suthep, Chiang Mai 50200, Thailand
legal@nagasynces