Terms & Conditions

1. Definitions

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

• "Padu Consult" refers to Padu Consult Sdn Bhd, registered in Malaysia, with its principal office at 8 Jalan SS 22/19, Damansara Jaya, 47400 Petaling Jaya, Selangor.
• "Services" refers to the ERP advisory engagements offered by Padu Consult, including the ERP Health Conversation, ERP Modernisation Advisory and ERP Selection Workshop.
• "Client" refers to the organisation or individual that engages Padu Consult for advisory services or uses the Padu Consult website.
• "Deliverable" refers to any written paper, note or handbook produced by Padu Consult in connection with an engagement.
• "Website" refers to the Padu Consult website accessible at paduaa-consult.info.
• "Agreement" refers to these Terms and Conditions together with any written scope agreement entered into for a specific engagement.

2. Acceptance of Terms

By using the Padu Consult website or by entering into an engagement with Padu Consult, you agree to be bound by these Terms and Conditions. If you are acting on behalf of an organisation, you represent that you have the authority to bind that organisation to these terms.

Our services are intended for business organisations and individuals aged 18 years or over. By proceeding with an enquiry or engagement, you confirm that you meet this requirement.

3. Service Description

Padu Consult provides independent ERP advisory services to Malaysian organisations. Our three advisory engagements — ERP Health Conversation, ERP Modernisation Advisory and ERP Selection Workshop — are described in full on our website and in the written scope agreement provided before commencement of any engagement.

Services are delivered primarily in Peninsular Malaysia. Engagements involving travel outside the Klang Valley are subject to travel cost arrangements discussed at the scoping stage. Remote and hybrid delivery is available by agreement.

4. Client Responsibilities

The Client agrees to:

• Provide reasonable access to the individuals, systems and documentation necessary for the conduct of the engagement, as agreed in the written scope;
• Ensure that information provided to Padu Consult is accurate to the best of the Client's knowledge;
• Not reproduce, distribute or share Deliverables in modified form without Padu Consult's prior written consent;
• Settle invoices within the payment terms stated in the engagement letter (typically 14 days from invoice date);
• Refrain from using any information obtained through an engagement to misrepresent Padu Consult's views or recommendations.

5. Intellectual Property

All Deliverables produced by Padu Consult remain the intellectual property of Padu Consult until payment has been received in full. Upon receipt of full payment, Padu Consult grants the Client a non-exclusive, non-transferable licence to use and circulate the Deliverable within the Client's organisation for internal decision-making purposes.

The Client may not publish, resell or represent Deliverables as their own work. The methodology, frameworks and templates underlying Padu Consult's advisory work remain the exclusive property of Padu Consult.

6. Fees and Payment

Engagement fees are stated in Malaysian Ringgit (RM) and are fixed for engagements of standard scope. Fees applicable to each engagement type are published on the Padu Consult website and confirmed in the written engagement letter before commencement.

Payment is due within 14 days of invoice date. Invoices unpaid after 30 days may attract late payment interest at 1.5% per month. We accept payment by bank transfer to the account details stated on the invoice.

Where additional work is required beyond the agreed scope, this will be discussed and agreed in writing before that work proceeds. No additional charges will appear on an invoice without prior written agreement.

6.1 Cancellation and refunds

Cancellations received in writing at least five business days before a scheduled engagement session will not incur a cancellation fee. Cancellations with less than five business days' notice may be charged at 50% of the session fee. For the ERP Selection Workshop (a two-day engagement), cancellations within two business days of commencement will not be refunded.

7. Confidentiality

Padu Consult will treat all non-public information disclosed by the Client during an engagement as confidential and will not disclose it to third parties without the Client's written consent, except where required by law.

The Client agrees to treat as confidential any proprietary frameworks, methodologies or tools used by Padu Consult in the delivery of its services.

These confidentiality obligations survive termination of any engagement for a period of three years.

8. Disclaimers

Padu Consult's advisory services represent the considered professional judgement of our advisors based on the information made available during an engagement. They do not constitute a guarantee of any particular outcome, whether in relation to ERP system performance, modernisation cost, implementation success or selection result.

Decisions made by the Client on the basis of Padu Consult Deliverables remain entirely the Client's own. Padu Consult is not responsible for the implementation of any recommendation, nor for outcomes arising from decisions made after an engagement has closed.

The Padu Consult website is provided for information purposes only. Content on the website should not be relied upon as professional advice in relation to any specific situation.

9. Limitation of Liability

To the fullest extent permitted by Malaysian law, Padu Consult's aggregate liability to any Client in connection with an engagement shall not exceed the total fees paid by that Client for the engagement in question.

Padu Consult shall not be liable for indirect, incidental, consequential or special damages, including loss of profit or business opportunity, arising from the use of or reliance on any Deliverable or from any act or omission in connection with an engagement.

Nothing in these Terms limits liability for fraud, personal injury caused by negligence, or any other liability that cannot be excluded under Malaysian law.

10. Termination

Either party may terminate an engagement by providing written notice. Where Padu Consult terminates an engagement other than for non-payment, fees will be calculated pro-rata for work completed and any partially completed Deliverable will be provided to the Client.

Where a Client terminates an engagement, fees are payable for work completed to the date of notice. Sections 5 (Intellectual Property), 7 (Confidentiality), 8 (Disclaimers) and 9 (Limitation of Liability) survive termination.

11. Dispute Resolution

These Terms and Conditions are governed by the laws of Malaysia. In the event of a dispute, the parties agree to first seek resolution through direct discussion between senior representatives of each organisation. If the matter cannot be resolved within 30 days of the dispute being raised in writing, either party may refer it to the courts of Malaysia, with the parties submitting to the non-exclusive jurisdiction of the courts of Selangor.

12. General Provisions

• Entire agreement. These Terms, together with any written engagement scope agreement, constitute the entire agreement between the parties and supersede any prior understanding.
• Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full effect.
• Waiver. Failure to enforce any provision does not constitute a waiver of the right to enforce it subsequently.
• Assignment. The Client may not assign its rights or obligations under these Terms without Padu Consult's prior written consent. Padu Consult may assign its obligations to a related entity provided the level of service is maintained.

13. Changes to These Terms

Padu Consult may update these Terms from time to time. The revised Terms will be posted on our website with an updated effective date. Continued use of our website or services following such posting constitutes acceptance of the updated Terms.

14. Contact

For legal enquiries relating to these Terms and Conditions: