Terms & Conditions

1. Agreement to Terms

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 may not access our services.

These terms apply to all visitors, users, and others who access or use our services.

2. Definitions

• "Company," "We," "Us," "Our" refers to Pendulum, located at Unit 8-2, Menara Sentral Vista, 150 Jalan Sultan Abdul Samad, 50470 Kuala Lumpur, Malaysia
• "Services" refers to our AI integration services including assessments, development, and comprehensive programs
• "Client," "You," "Your" refers to the individual or organization engaging our services
• "Agreement" refers to these Terms and Conditions plus any service-specific contracts
• "Website" refers to the Pendulum website accessible at penduluma.biz

3. Service Description

Pendulum provides AI integration consulting and implementation services designed to maintain organizational stability while advancing technological capabilities. Our services include but are not limited to:

• AI Tempo Assessment evaluating organizational readiness and integration pacing
• Rhythmic AI Development implementing capabilities through measured processes
• AI Equilibrium Program providing comprehensive twelve-month transformations
• Related consulting, training, and support services

Service availability may vary based on client needs and resource availability. We reserve the right to modify service offerings with appropriate notice to existing clients.

4. Eligibility

By using our services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into binding agreements.

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

5. Service Engagement and Contracts

Engagement of our services begins when both parties sign a service agreement specifying scope, timeline, deliverables, and fees. The service agreement, together with these Terms and Conditions, forms the complete agreement between parties.

Service agreements may include:

• Detailed scope of work and deliverables
• Project timeline and milestones
• Payment terms and schedule
• Confidentiality provisions
• Specific terms relevant to the engagement

6. Fees and Payment

Fees for our services are specified in the service agreement. Unless otherwise stated, all fees are quoted in Malaysian Ringgit (MYR) and exclude applicable taxes.

Payment Terms

• Payment schedules are defined in the service agreement
• Invoices are due within 30 days unless otherwise specified
• Late payments may incur interest charges as permitted by Malaysian law
• We reserve the right to suspend services for overdue payments

Refund Policy

Refunds are handled on a case-by-case basis according to the terms specified in individual service agreements. Work completed prior to termination is non-refundable.

7. Client Responsibilities

Successful service delivery requires client cooperation. You agree to:

• Provide accurate and complete information necessary for service delivery
• Grant reasonable access to relevant systems, personnel, and documentation
• Respond to requests for information and approvals in a timely manner
• Designate appropriate personnel for project collaboration
• Maintain confidentiality of proprietary information shared during engagement
• Comply with all applicable laws and regulations

8. Intellectual Property

Our Intellectual Property

All methodologies, frameworks, tools, templates, and documentation developed by Pendulum prior to or independent of client engagements remain our exclusive intellectual property.

Work Product

Upon full payment, clients receive ownership of specific deliverables created exclusively for their engagement, as defined in the service agreement. This does not include our general methodologies or pre-existing intellectual property.

Client Intellectual Property

All client data, proprietary information, and pre-existing intellectual property remain the client's property. We receive limited license to use such materials solely for delivering contracted services.

9. Confidentiality

Both parties agree to maintain confidentiality of information marked as confidential or that would reasonably be considered confidential.

This obligation does not apply to information that:

• Is publicly available through no fault of the receiving party
• Was known to the receiving party before disclosure
• Is independently developed without use of confidential information
• Must be disclosed pursuant to legal requirements

10. Warranties and Disclaimers

We warrant that services will be performed in a professional manner consistent with industry standards. However, we make no warranties regarding specific outcomes or results from AI integration.

EXCEPT AS EXPRESSLY STATED IN SERVICE AGREEMENTS, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

AI technology involves inherent uncertainties. While we employ proven methodologies to minimize risks, we cannot guarantee specific performance improvements or business outcomes.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY MALAYSIAN LAW, OUR TOTAL LIABILITY FOR ANY CLAIMS RELATED TO SERVICES SHALL NOT EXCEED THE FEES PAID BY CLIENT FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM.

WE SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, OR LOST DATA, EVEN IF ADVISED OF POSSIBILITY OF SUCH DAMAGES.

These limitations apply regardless of the form of action, whether in contract, tort, negligence, strict liability, or otherwise.

12. Indemnification

Client agrees to indemnify and hold Pendulum harmless from claims, damages, losses, and expenses arising from client's breach of these terms, violation of applicable laws, or misuse of deliverables provided.

13. Termination

Either party may terminate service agreements according to provisions specified in those agreements. Typical termination provisions include:

• Termination for convenience with 30 days written notice
• Immediate termination for material breach if not cured within specified period
• Immediate termination for insolvency or bankruptcy

Upon termination:

• Client remains obligated to pay for services rendered through termination date
• We will deliver work completed to date in agreed format
• Both parties will return or destroy confidential information
• Provisions regarding confidentiality, intellectual property, and liability survive termination

14. Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, government actions, pandemics, strikes, or technical failures. Affected party will notify the other promptly and make reasonable efforts to resume performance.

15. Dispute Resolution

In the event of disputes arising from these terms or service agreements:

Informal Resolution

Parties will first attempt to resolve disputes through good-faith negotiations between senior representatives.

Mediation

If informal negotiations fail within 30 days, parties agree to engage in mediation under the rules of the Malaysian Mediation Centre before pursuing other remedies.

Governing Law and Jurisdiction

These terms are governed by the laws of Malaysia. Any legal proceedings shall be brought exclusively in the courts of Kuala Lumpur, Malaysia.

16. General Provisions

Entire Agreement

These Terms and Conditions, together with any service agreements, constitute the entire agreement between parties and supersede all prior understandings.

Severability

If any provision is found unenforceable, remaining provisions continue in full force and effect.

Waiver

Failure to enforce any provision does not constitute waiver of that or any other provision.

Assignment

You may not assign rights or obligations without our written consent. We may assign our rights and obligations to successors or affiliates.

Notices

All notices must be in writing and delivered to addresses specified in service agreements or to [email protected].

17. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. Changes become effective upon posting to our website with an updated revision date.

Continued use of our website or services after changes constitutes acceptance of modified terms. For existing service agreements, significant changes will be communicated and may require mutual agreement to apply.

18. Contact Information

For questions about these Terms and Conditions, please contact: