Terms & Conditions

1. Definitions

• "Agreement" means these Terms and Conditions together with any service proposal or engagement letter signed by both parties.
• "Orbitian", "we", "us", "our" means Orbitian Sdn Bhd, 20 Jalan USJ 10/1, Subang Jaya, 47620 Selangor, Malaysia.
• "Client", "you", "your" means the individual or entity engaging Orbitian for services.
• "Services" means AI process automation consultancy, implementation, and support services as described in the relevant service proposal.
• "Deliverables" means any documents, reports, software components, or configurations produced by Orbitian as part of a service engagement.

2. Acceptance of Terms

By engaging Orbitian's services, submitting a contact form, or signing a service proposal, you confirm that you have read and agree to these Terms and Conditions. You must be at least 18 years of age and have the legal capacity to enter into binding agreements on behalf of yourself or your organisation.

3. Service Description

Orbitian provides AI process automation services including: Intelligent Process Assessment, AI Workflow Implementation, and Automation Monitoring and Refinement. The specific scope, deliverables, timeline, and fees for each engagement are set out in a written service proposal agreed upon before work commences.

Services are delivered primarily to organisations based in Malaysia. Engagements outside Malaysia may be considered on a case-by-case basis and are subject to additional terms.

4. User Responsibilities

As a client, you agree to:

• Provide accurate information and timely access to relevant process owners and systems as required for the engagement
• Review and provide feedback on draft deliverables within agreed timelines
• Not use Orbitian's deliverables or methods for any unlawful purpose
• Maintain the confidentiality of any proprietary information, tools, or templates provided by Orbitian
• Ensure that any data shared with Orbitian during the engagement is shared with appropriate authorisation

5. Intellectual Property

Unless otherwise agreed in writing:

• Deliverables produced specifically for a client engagement become the property of the client upon full payment of fees
• Orbitian retains all intellectual property rights in its methodologies, frameworks, internal tools, and templates
• The client is granted a non-exclusive, non-transferable licence to use delivered software components for their own internal business operations
• Neither party may reproduce or share the other party's confidential information without written consent

6. Payment Terms

All fees are quoted in Malaysian Ringgit (RM) and are inclusive of applicable taxes unless otherwise stated. Invoices are payable within 14 days of issue. For project-based engagements, a 50% deposit is required before work commences, with the remaining balance due upon completion unless otherwise specified in the proposal.

Orbitian reserves the right to pause work on an engagement where a payment is overdue by more than 14 days. Orbitian will notify the client before pausing. Late payments may incur interest at 1% per month on the outstanding amount.

7. Refund and Cancellation

Cancellations made in writing at least 5 business days before a scheduled engagement commencement date may be eligible for a partial refund of the deposit, less any costs already incurred. Cancellations made after work has commenced are not eligible for a refund of fees already paid. Orbitian will provide a written account of costs incurred on request.

8. Disclaimers

Orbitian's services are provided with reasonable skill and care. However, we do not warrant that any automation system will operate without interruption or errors under all circumstances. Process automation outcomes depend on the quality of the underlying data, processes, and the operating environment, which are outside Orbitian's control once systems are deployed.

Any estimated impact or outcome figures provided in assessment reports are projections based on available data and are not a commitment to specific results.

9. Limitation of Liability

To the maximum extent permitted by Malaysian law, Orbitian's total liability to the client under or in connection with any engagement shall not exceed the total fees paid by the client for the relevant engagement in the preceding 12 months.

Orbitian shall not be liable for indirect, consequential, or special damages, loss of profits, loss of data, or business interruption arising from or in connection with the services, even if advised of the possibility of such damages.

10. Confidentiality

Both parties agree to maintain the confidentiality of the other party's proprietary information. Orbitian will handle client data in accordance with our Privacy Policy and applicable Malaysian law. A mutual non-disclosure agreement is signed at the commencement of each client engagement.

11. Termination

Either party may terminate an ongoing engagement with 30 days' written notice. Orbitian may terminate immediately if the client fails to make payment after 30 days, acts in a way that materially breaches these terms, or requests work that Orbitian reasonably considers unlawful or harmful.

Upon termination, the client shall pay for all work completed up to the termination date. Orbitian shall deliver all completed deliverables to the client.

12. Dispute Resolution

Both parties agree to first attempt to resolve any dispute through good-faith discussion within 30 days of a written notice of dispute. If the dispute is not resolved informally, it shall be referred to mediation under the Malaysian Mediation Centre before any legal proceedings are initiated.

These Terms are governed by and construed in accordance with the laws of Malaysia. Any legal proceedings shall be conducted in the courts of Selangor, Malaysia.

13. General Provisions

• Entire agreement: This Agreement, together with the relevant service proposal, constitutes the entire agreement between the parties on its subject matter.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any provision does not constitute a waiver of that provision.
• Assignment: You may not assign your rights or obligations under this Agreement without Orbitian's written consent.

14. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated by updating the "Last Updated" date above. Continued engagement with Orbitian's services after the update date constitutes acceptance of the revised Terms.

15. Contact

For legal enquiries regarding these Terms, please contact:

• Email: legal@orbitian
• Address: 20 Jalan USJ 10/1, Subang Jaya, 47620 Selangor, Malaysia
• Phone: +60 3-5642 8371