Terms & Conditions

Definitions

The following terms are used throughout this agreement with the meanings given below:

• "Celik Digital" / "we" / "us" / "our" — refers to Celik Digital, registered at 62 Jalan Magazine, 10300 George Town, Penang, Malaysia.
• "Client" / "you" — the organisation or individual engaging Celik Digital for services described herein.
• "Services" — AI consulting, technical implementation, and skills-development services offered by Celik Digital.
• "Engagement" — a specific project or workshop scoped, agreed upon, and delivered under a Statement of Work or service proposal.
• "Deliverables" — outputs produced by Celik Digital in the course of an engagement, such as reports, roadmaps, frameworks, or workshop materials.
• "Agreement" — these Terms & Conditions together with any signed proposal, Statement of Work, or invoice.

Acceptance of Terms

By submitting an enquiry through our website, signing a proposal, or commencing an engagement with Celik Digital, you indicate that you have read these terms and agree to be bound by them.

Engagements are available to organisations and individuals who are at least 18 years of age and have the legal authority to enter into commercial agreements on behalf of their organisation.

If you are entering into this agreement on behalf of an organisation, you represent that you have the authority to bind that organisation to these terms.

Service Description

Celik Digital currently offers the following core services:

The exact scope, deliverables, timeline, and any variations to the above are defined in the proposal or Statement of Work agreed for each engagement. Services are available to clients within Malaysia. Engagements for clients outside Malaysia are subject to separate discussion and mutual agreement.

Engagement Process

Engagements follow a structured process to ensure mutual clarity:

1. 1
   Enquiry & Discovery — you submit an enquiry, and we arrange a discussion to understand your needs and context.
2. 2
   Proposal — we provide a written proposal outlining scope, deliverables, timeline, and fees. No work commences until the proposal is accepted.
3. 3
   Acceptance — you confirm acceptance of the proposal in writing (email confirmation is sufficient).
4. 4
   Delivery — we carry out the engagement according to the agreed scope and timeline, communicating regularly on progress.
5. 5
   Completion — deliverables are handed over and invoiced upon completion or at agreed milestone points.

Requests to materially change the scope of an engagement after acceptance will be discussed and, if agreed, documented as a change order with adjusted fees and timelines as applicable.

Client Responsibilities

The quality and timeliness of our work often depends on reasonable cooperation from the client. You agree to:

• Provide accurate information about your organisation's needs, technical environment, and constraints.
• Make relevant staff or systems available within agreed timelines for discovery, workshops, or integration work.
• Review and provide feedback on draft deliverables within a reasonable period, typically 7 business days unless otherwise agreed.
• Ensure that any data, systems, or content you provide to Celik Digital does not infringe third-party rights and is lawful to use.
• Use deliverables and workshop learnings within the scope and intent of the engagement.

Delays caused by a failure to fulfil these responsibilities may affect the delivery timeline without constituting a breach by Celik Digital.

Intellectual Property

Upon receipt of full payment for an engagement, Celik Digital assigns to you ownership of the engagement-specific deliverables produced solely for your organisation (such as your tailored talent roadmap or implementation configuration).

Celik Digital retains ownership of all methodologies, frameworks, templates, training materials, tools, and general knowledge developed independently of your engagement. A non-exclusive, non-transferable licence to use these underlying materials for the purposes of your engagement is granted to you.

You may not reproduce, resell, or distribute Celik Digital's proprietary materials, workshop content, or frameworks without prior written consent.

Payment Terms

The following payment terms apply to all engagements:

For engagements exceeding RM 2,000, a deposit of 30–50% may be required before commencement. This will be stated clearly in the proposal.

Confidentiality

Both parties acknowledge that during an engagement, confidential information may be exchanged. Each party agrees to hold the other's confidential information in confidence, use it only for the purposes of the engagement, and not disclose it to third parties without prior consent.

Confidential information does not include information that is already publicly available, was independently developed, or is required to be disclosed by law or regulatory authority.

Celik Digital may reference the nature of an engagement in general terms (e.g., "worked with a Penang-based manufacturer on AI talent planning") for portfolio purposes, unless you have specifically requested that the relationship remain undisclosed.

Disclaimers

Celik Digital provides consulting, technical, and training services in good faith, drawing on our team's experience and current knowledge of AI systems and practices. However:

• We do not represent that our recommendations will produce specific business outcomes or performance improvements.
• The AI field evolves rapidly; recommendations are based on current best practices and may need to be revisited as the landscape changes.
• Technical implementations depend in part on third-party platforms and data infrastructure outside our control.
• Workshop outcomes depend on participant engagement and subsequent organisational action.

Limitation of Liability

To the extent permitted by Malaysian law, Celik Digital's total liability for any claim arising from an engagement shall not exceed the total fees paid by the client for that specific engagement.

Celik Digital shall not be liable for indirect, incidental, or consequential losses including loss of profit, loss of data, or business interruption, even if advised of the possibility of such losses.

Nothing in these terms limits liability for fraud, gross negligence, or any matter that cannot lawfully be excluded under Malaysian law.

Termination

Either party may terminate an engagement by providing written notice:

• For convenience: 14 days' written notice. Fees for work completed to date remain payable.
• For material breach: Immediately, if the other party has materially breached these terms and not remedied the breach within 10 business days of written notification.

Upon termination, provisions relating to payment, confidentiality, intellectual property, and limitation of liability survive.

Dispute Resolution

These terms are governed by the laws of Malaysia. In the event of a dispute, the parties agree to first attempt to resolve the matter through direct, good-faith discussion.

If a resolution cannot be reached informally within 30 days, the parties may seek mediation through the Malaysian Mediation Centre before pursuing formal legal proceedings.

The courts of Malaysia shall have jurisdiction over any disputes that proceed to litigation.

General Provisions

• Entire Agreement: These terms, together with any accepted proposal, constitute the entire agreement between the parties for the relevant engagement.
• Severability: If any provision is found to be unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce a provision on one occasion does not constitute a waiver of rights on future occasions.
• Assignment: Neither party may assign rights or obligations under this agreement without written consent from the other party.
• Force Majeure: Neither party is liable for delays caused by circumstances beyond their reasonable control, provided the affected party notifies the other promptly.

Changes to These Terms

We may update these terms from time to time. Material changes will be reflected by an updated effective date at the top of this page. Terms applicable to an engagement already underway remain those in effect at the time the proposal was accepted, unless both parties agree to adopt updated terms.

Contact

For questions or clarifications about these terms, or to discuss an engagement, please reach out: