Terms & Conditions

1. Definitions

Throughout these Terms and Conditions, the following terms shall have the meanings set forth below:

• "Service" refers to the AI integration solutions, architecture reviews, customer journey orchestration, and sustainability programs provided by Fractova.
• "User" or "Client" means any individual or business entity that engages with our services.
• "We", "Us", or "Our" refers to Fractova, a provider of AI integration solutions based in Bangkok, Thailand.
• "Agreement" means these Terms and Conditions together with any service-specific agreements.
• "Content" includes all materials, documentation, reports, and deliverables provided through our services.

2. Acceptance of Terms

By accessing our website, engaging our services, or submitting an inquiry through our contact form, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

You must be at least 18 years of age and have the legal capacity to enter into binding agreements. If you are entering into this agreement on behalf of a business entity, you represent that you have the authority to bind that entity to these terms.

3. Service Description

Fractova provides AI integration solutions designed to help businesses in Thailand adopt and implement artificial intelligence technologies. Our services include:

• AI Architecture Reviews and Assessment
• Customer Journey Orchestration and Optimization
• Long-term AI Sustainability Programs
• Strategic AI Integration Consulting

Service availability may vary based on project scope, resource allocation, and technical requirements. We reserve the right to modify or discontinue any service offering with reasonable notice to active clients.

4. User Responsibilities

When engaging with our services, you agree to:

• Provide accurate, complete, and current information about your business and technical requirements
• Maintain the confidentiality of any access credentials or sensitive information shared during our engagement
• Respond to requests for information or clarification in a timely manner to ensure project progress
• Use our services and deliverables only for lawful purposes and in accordance with these terms
• Not attempt to reverse engineer, decompile, or extract proprietary methodologies from our solutions
• Not use our services to develop competing AI integration offerings

Prohibited Activities

You may not:

• Interfere with or disrupt the integrity or performance of our services
• Attempt to gain unauthorized access to any systems or data
• Use our services for any illegal or fraudulent activities
• Share confidential project information with third parties without written consent
• Misrepresent your relationship with Fractova or use our brand without permission

5. Intellectual Property

All intellectual property rights in our methodologies, frameworks, proprietary tools, and general approaches remain the exclusive property of Fractova. This includes but is not limited to our AI integration frameworks, assessment templates, and strategic planning tools.

Upon full payment for services rendered, clients receive a limited, non-exclusive, non-transferable license to use project-specific deliverables solely for their internal business purposes. This license does not extend to our underlying methodologies or proprietary processes.

Any custom solutions, code, or configurations developed specifically for your project will be jointly owned, with you retaining rights to use them within your organization and Fractova retaining rights to the underlying architecture and approach for future projects.

6. Payment Terms

Payment terms are established in individual service agreements. Unless otherwise specified:

• Initial consultation fees are due upon booking
• Project fees are typically structured with 50% due upon agreement signing and 50% upon completion
• Ongoing retainer services are billed monthly in advance
• Invoices are payable within 14 days of issuance
• Late payments may incur a 2% monthly interest charge

All fees are quoted and payable in Thai Baht (THB). We accept bank transfers and major credit cards. Payment processing fees, if applicable, will be clearly communicated in advance.

Refund Policy

Initial consultation fees are non-refundable once the consultation has been scheduled. For project-based work, refunds may be available as follows:

• Full refund if project is cancelled more than 7 business days before commencement
• Partial refund (prorated based on work completed) if cancelled after project commencement
• No refund for completed deliverables or phases of work

7. Service Delivery and Project Terms

Project timelines and deliverables are outlined in individual service agreements. While we strive to meet all agreed-upon deadlines, timelines may be adjusted based on:

• Delays in receiving necessary information or access from the client
• Changes in project scope requested by the client
• Unforeseen technical challenges or dependencies
• Force majeure events beyond our reasonable control

Any changes to the agreed scope of work must be documented through a formal change request process. Additional work beyond the original scope may be subject to additional fees.

8. Confidentiality

We understand the sensitive nature of AI integration projects and commit to maintaining strict confidentiality regarding:

• Your business strategies, processes, and proprietary information
• Technical architecture and system details
• Customer data and business metrics
• Any information marked as confidential or that would reasonably be considered confidential

This confidentiality obligation does not apply to information that: (a) is publicly available through no fault of ours, (b) was rightfully in our possession before disclosure, (c) is independently developed by us, or (d) must be disclosed by law.

We may use anonymized case study information for marketing purposes, but will not disclose client-specific details without written permission.

9. Disclaimers

Our AI integration services are provided on an "as is" and "as available" basis. While we apply industry expertise and thorough methodology to all projects, we make no guarantees regarding:

• Specific business outcomes or revenue improvements resulting from AI implementation
• Performance of third-party AI systems or platforms we help you integrate
• Compatibility with future technology changes or updates
• Elimination of all technical risks associated with AI adoption

Professional Advice Disclaimer: Our services provide technical guidance and strategic recommendations. We do not provide legal, financial, or compliance advice. Clients should consult with appropriate legal and financial professionals regarding regulatory compliance and business impact of AI implementations.

AI technology is rapidly evolving, and approaches that are considered optimal today may change. We commit to applying current industry standards and knowledge available at the time of service delivery.

10. Limitation of Liability

To the maximum extent permitted by Thai law, Fractova's total liability for any claims arising from our services shall not exceed the total fees paid by the client for the specific project or service period in question.

We shall not be liable for any indirect, incidental, consequential, or punitive damages, including but not limited to:

• Loss of profits or business opportunities
• Loss of data or business interruption
• Cost of substitute services
• Damage to reputation or goodwill

This limitation applies regardless of the legal theory upon which the claim is based, whether in contract, tort, negligence, strict liability, or otherwise.

Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, pandemics, or failures of third-party services or infrastructure.

11. Indemnification

You agree to indemnify, defend, and hold harmless Fractova, its employees, contractors, and agents from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

• Your breach of these Terms and Conditions
• Your violation of any applicable laws or regulations
• Your misuse of our services or deliverables
• Claims that your content or use of our services infringes third-party rights
• Your implementation of AI systems based on our recommendations without proper testing or validation

12. Termination

Either party may terminate the service agreement under the following conditions:

By the Client:

• Written notice of at least 14 days for ongoing retainer services
• Immediate termination for project-based work, subject to payment for work completed
• Termination fees may apply as outlined in the service agreement

By Fractova:

• Immediate termination if payment is more than 30 days overdue
• Immediate termination if the client breaches these terms
• 14 days notice for any other reason

Effects of Termination:

Upon termination:

• All outstanding fees become immediately due and payable
• Access to proprietary tools and ongoing support will cease
• Completed deliverables up to the termination date will be provided
• Confidentiality obligations continue indefinitely
• License to use our methodologies terminates, though rights to project-specific deliverables continue

13. Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of Thailand. Any disputes arising from these terms or our services shall be resolved as follows:

Informal Resolution:

Before initiating formal proceedings, both parties agree to attempt to resolve any dispute through good faith negotiations. Either party may initiate this process by providing written notice of the dispute to the other party.

Mediation:

If informal negotiations do not resolve the dispute within 30 days, the parties agree to attempt mediation through a mutually agreed mediator in Bangkok, Thailand, before pursuing litigation.

Jurisdiction:

If mediation is unsuccessful, any legal proceedings shall be brought exclusively in the courts of Bangkok, Thailand. Both parties consent to the personal jurisdiction of these courts and waive any objections based on venue or forum non conveniens.

14. General Provisions

Entire Agreement:

These Terms and Conditions, together with any service-specific agreements and our Privacy Policy, constitute the entire agreement between you and Fractova regarding our services and supersede all prior communications and proposals.

Severability:

If any provision of these terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions shall otherwise remain in full force and effect.

Waiver:

No waiver of any term of these Terms and Conditions shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these terms shall not constitute a waiver of such right or provision.

Assignment:

You may not assign or transfer these Terms and Conditions or any rights granted hereunder without our prior written consent. We may assign these terms in connection with a merger, acquisition, or sale of assets with notice to you.

Notice:

All notices under these terms shall be in writing and sent to the contact information provided in service agreements. Notices to Fractova should be sent to legal@fractoovaes. We will confirm receipt of notices within 2 business days.

15. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. When we make changes, we will:

• Update the "Last Updated" date at the top of this page
• Notify active clients via email at least 14 days before changes take effect
• Post the updated terms on our website

Your continued use of our services after changes take effect constitutes acceptance of the modified terms. If you do not agree with the changes, you may terminate your service agreement as outlined in Section 12.

For ongoing projects, changes to terms will not apply retroactively to work already contracted unless both parties agree in writing.