Terms & Conditions

1. Agreement to Terms

These Terms and Conditions constitute a legally binding agreement between you (whether personally or on behalf of an entity) and Tessaract, governing your access to and use of our website, services, and any related content, tools, or resources.

By accessing our website or engaging our services, you agree to be bound by these Terms and Conditions. If you disagree with any part of these terms, you must not access the website or use our services.

2. Definitions

For purposes of these Terms and Conditions:

• "Company," "We," "Us," or "Our" refers to Tessaract
• "Client," "You," or "Your" refers to the individual or entity accessing our services
• "Services" refers to all consulting, assessment, design, implementation, and support services provided by Tessaract
• "Website" refers to Tessaract's online presence accessible at tessaractas.pro
• "Agreement" refers to these Terms and Conditions together with any service-specific contracts

3. Age Requirements

You must be at least 18 years of age to use our website or engage our services. By using our services, you represent and warrant that you are of legal age to form a binding contract with Tessaract.

If you are accessing our services on behalf of an organization, you represent that you have authority to bind that organization to these Terms and Conditions.

4. Services Description

Tessaract provides AI integration consulting services including:

• AI Readiness Assessments evaluating organizational capability for AI adoption
• Intelligent Process Design identifying and prototyping AI-assisted workflows
• Full-Spectrum AI Integration covering strategy, development, deployment, and ongoing support

Service specifications, deliverables, timelines, and fees are outlined in individual service agreements or statements of work. These Terms and Conditions apply to all services unless specifically modified in writing.

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time, with reasonable notice to active clients.

5. Client Responsibilities

When engaging our services, you agree to:

• Provide accurate, complete, and current information as requested for service delivery
• Grant necessary access to systems, data, and personnel required for project execution
• Respond to information requests and review deliverables in a timely manner
• Designate appropriate stakeholders and decision-makers for project participation
• Maintain confidentiality of proprietary methodologies, tools, and documentation we provide
• Use our services and deliverables only for lawful purposes and in accordance with applicable regulations
• Make timely payments according to agreed-upon payment terms

6. Intellectual Property Rights

6.1 Our Intellectual Property

All content on our website, including text, graphics, logos, designs, methodologies, software, and documentation, is owned by or licensed to Tessaract and protected by Malaysian and international intellectual property laws.

6.2 License to Use Deliverables

Upon full payment for services, we grant you a non-exclusive, non-transferable license to use deliverables created specifically for your project, subject to these terms. This license does not extend to our underlying methodologies, frameworks, or proprietary tools.

6.3 Client Data and Materials

You retain all rights to data, content, and materials you provide to us. By engaging our services, you grant us a limited license to use such materials solely for purposes of delivering agreed-upon services.

7. Payment Terms

7.1 Fees and Pricing

Service fees are specified in individual proposals or statements of work. Unless otherwise agreed, all fees are quoted in Malaysian Ringgit (MYR) and exclude applicable taxes.

7.2 Payment Schedule

Payment terms are outlined in service agreements and may include upfront deposits, milestone-based payments, or monthly billing depending on service type. Invoices are due within 30 days of issuance unless otherwise specified.

7.3 Late Payments

Late payments may incur interest charges of 1.5% per month or the maximum rate permitted by Malaysian law, whichever is lower. We reserve the right to suspend services for accounts with overdue balances exceeding 30 days.

7.4 Refund Policy

Refund eligibility depends on service type and timing. Readiness Assessment fees are non-refundable after work commences. For other services, refund terms are specified in individual service agreements.

8. Confidentiality

Both parties agree to maintain confidentiality of proprietary information shared during the course of our engagement. Confidential information includes:

• Business strategies, financial information, and operational details
• Technical specifications, data, and system architectures
• Methodologies, tools, and proprietary frameworks
• Any information marked as confidential or that reasonably should be understood as confidential

Confidentiality obligations do not apply to information that is publicly available, independently developed, or legally required to be disclosed.

9. Warranties and Disclaimers

9.1 Service Warranty

We warrant that services will be performed with reasonable skill and care consistent with industry standards. We will make reasonable efforts to correct deficiencies in deliverables reported within 30 days of delivery.

9.2 Disclaimers

Except as expressly stated, services are provided "as is" without warranties of any kind, either express or implied. We specifically disclaim:

• Warranties of merchantability or fitness for particular purpose
• Guarantees of specific results, outcomes, or performance metrics
• Warranties that AI implementations will be error-free or uninterrupted

AI technology involves inherent uncertainties. While we apply rigorous methodologies, actual results may vary based on data quality, organizational factors, and other variables outside our control.

10. Limitation of Liability

To the maximum extent permitted by Malaysian law, Tessaract's total liability arising from or related to services provided shall not exceed the total fees paid by you for the specific service giving rise to the liability.

We shall not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, use, goodwill, or other intangible losses, even if advised of the possibility of such damages.

These limitations apply regardless of the legal theory on which claims are based, whether in contract, tort, negligence, or otherwise.

11. Indemnification

You agree to indemnify, defend, and hold harmless Tessaract and our officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses arising from:

• Your violation of these Terms and Conditions
• Your violation of any rights of third parties
• Your use of deliverables in ways not contemplated by service agreements
• Your failure to comply with applicable laws or regulations

12. Termination

12.1 Termination by Either Party

Either party may terminate services with 30 days written notice. Upon termination, you remain responsible for payment of services performed up to the termination date.

12.2 Immediate Termination

We may terminate services immediately if you breach these Terms and Conditions, fail to make required payments, or engage in conduct that exposes us to liability.

12.3 Effects of Termination

Upon termination, we will provide deliverables completed to date. Confidentiality obligations and intellectual property provisions survive termination.

13. Dispute Resolution

13.1 Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of Malaysia, without regard to conflict of law principles.

13.2 Jurisdiction

Any disputes arising from these Terms and Conditions or our services shall be subject to the exclusive jurisdiction of the courts of Malaysia.

13.3 Informal Resolution

Before initiating formal proceedings, parties agree to attempt good-faith resolution through direct negotiation. If unresolved within 30 days, either party may pursue legal remedies.

14. General Provisions

14.1 Entire Agreement

These Terms and Conditions, together with any service-specific agreements, constitute the entire agreement between you and Tessaract regarding services.

14.2 Severability

If any provision of these Terms and Conditions is found to be unenforceable, the remaining provisions shall continue in full force and effect.

14.3 Waiver

Our failure to enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms and Conditions without our prior written consent. We may assign our rights and obligations without restriction.

14.5 Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond reasonable control, including natural disasters, government actions, or infrastructure failures.

15. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. Changes will be posted on our website with an updated "Last Updated" date. Material changes will be communicated to active clients via email.

Your continued use of our services after changes become effective constitutes acceptance of modified terms. If you disagree with changes, you may terminate services in accordance with Section 12.