Legal
Terms & Conditions
Last updated: 8 May 2025 · Effective: 8 May 2025
Cobalt Wren · Chiang Mai, Thailand
1. Definitions
In these Terms and Conditions:
- "Agreement" means these Terms and Conditions together with any service confirmation or engagement letter issued by us.
- "Service" means the advisory, review, or briefing services offered by Cobalt Wren as described on our website and in service confirmations.
- "Client", "you", "your" means the individual or organisation engaging our services.
- "We", "us", "our" means Cobalt Wren, based at 19 Huai Kaeo Road, Su Thep, Chiang Mai 50200, Thailand.
- "Deliverable" means any written document (briefing pack, findings summary, progress note, checklist) produced by us as part of a Service.
2. Acceptance of Terms
By engaging our services, you confirm that you have read, understood, and agree to these Terms and Conditions. You also confirm that you are at least 18 years of age and are authorised to enter into this Agreement on behalf of your organisation where applicable.
Use of our website does not alone constitute acceptance of these terms; acceptance occurs when you engage a Service, whether verbally, by email confirmation, or by payment.
3. Service Description
Cobalt Wren provides general information and operational guidance on voluntary, non-regulated practices related to resource use, waste reduction, and responsible business operations. Our services are advisory in nature and do not constitute legal, compliance, medical, financial, or regulated professional advice of any kind.
Services are available to businesses based in Thailand. Remote delivery is available for clients outside Chiang Mai. Availability of specific services is subject to current scheduling and capacity.
4. Service Scope and Delivery
Scope
The scope of each Service is agreed prior to commencement and confirmed in writing. Any material changes to scope requested after work has begun may affect fees and timelines and require written agreement from both parties.
Delivery
We will use reasonable care and diligence in delivering each Service. Timelines provided are estimates unless stated otherwise in writing. Delays caused by a Client's failure to provide requested information or access may affect delivery timelines without penalty to us.
Deliverables
Written Deliverables will be provided in the format and within the timeframe set out in the service confirmation. Deliverables are intended for internal use by the Client and represent general guidance, not binding recommendations.
5. Client Responsibilities
You agree to:
- Provide accurate and complete information relevant to the Service.
- Make relevant team members available for sessions as agreed.
- Use Deliverables responsibly and only for the purpose for which they were produced.
- Not represent Cobalt Wren's general guidance as legal, compliance, or regulated professional advice.
- Not share Deliverables externally or use them in marketing materials without our prior written permission.
6. Intellectual Property
All Deliverables produced by Cobalt Wren remain our intellectual property until payment is received in full, at which point we grant you a non-exclusive licence to use them for your internal business purposes only.
Our general methodologies, frameworks, and tools — including the practices grid format and checklist templates — remain the intellectual property of Cobalt Wren regardless of whether they are shared with you during an engagement. You may not reproduce, sell, or distribute these to third parties.
7. Payment Terms
All fees are quoted and payable in Thai Baht (THB). Current service fees are as published on our website:
- Responsible Practice Briefing: ฿3,800 per engagement
- Operations Review for Resource Use: ฿19,000 per engagement
- Responsible Operations Advisory: ฿33,000 per month
Invoicing and payment
Invoices are issued upon agreement of scope. Payment is due within 14 calendar days of the invoice date unless otherwise agreed in writing. Work will not commence or continue if a prior invoice remains unpaid beyond 21 days.
Refunds
If a Service is cancelled by the Client before work commences, a full refund will be issued. If work has commenced, any refund will be calculated on a pro-rata basis reflecting work completed. If a Service is cancelled by us before commencement, a full refund will be issued promptly.
8. Confidentiality
We treat all information shared with us during an engagement as confidential and will not disclose it to third parties without your prior written consent, except where required by Thai law. This obligation continues for three years after the conclusion of an engagement.
We may reference the type of industry or general nature of work in anonymised case study materials, but will not identify your organisation without explicit written permission.
9. Disclaimers
Our Services are provided in good faith based on information available to us and general operational knowledge. We do not warrant that any specific outcome will result from following our guidance.
Our Services are general and informational in nature. We are not regulated advisors, and nothing in our work constitutes legal, compliance, financial, medical, or other regulated professional advice. Clients should seek appropriately qualified professionals for advice in those areas.
10. Limitation of Liability
To the fullest extent permitted by Thai law, our total liability to you for any claim arising from a Service shall not exceed the fees paid by you for that specific Service engagement.
We shall not be liable for indirect, consequential, or incidental loss, loss of profit, loss of opportunity, or any loss arising from your reliance on our guidance beyond the scope of what it was intended for.
Neither party shall be liable for delays or failure to perform caused by circumstances beyond their reasonable control (force majeure).
11. Indemnification
You agree to indemnify and hold Cobalt Wren harmless from any claims, losses, or expenses arising from your use of our Deliverables in a manner inconsistent with these Terms or from misrepresentation of our Services to third parties.
12. Termination
Either party may terminate an ongoing Service arrangement (including the Responsible Operations Advisory) by giving 30 calendar days written notice. Fees for work completed or sessions conducted prior to the effective termination date remain payable.
We reserve the right to suspend or terminate a Service immediately where a Client engages in conduct that is unlawful, materially misrepresents our scope of work, or fails to pay undisputed invoices within 30 days.
Clauses relating to intellectual property, confidentiality, limitation of liability, and dispute resolution survive termination.
13. Dispute Resolution
These Terms are governed by the laws of Thailand. In the event of a dispute, both parties agree to first attempt resolution through good-faith discussion within 30 days of the dispute arising. If unresolved, the dispute shall be submitted to mediation in Chiang Mai before any formal proceedings are initiated. The courts of Chiang Mai shall have jurisdiction over any remaining disputes.
14. General Provisions
- Entire agreement: These Terms, together with any service confirmation, constitute the entire agreement between the parties on the subject matter.
- Severability: If any provision is found unenforceable, the remaining provisions continue in full force.
- Waiver: Failure to enforce any provision does not constitute a waiver of the right to enforce it later.
- Assignment: You may not assign your rights under this Agreement without our prior written consent. We may assign our obligations to a successor entity providing equivalent services.
- Notices: Notices under this Agreement should be sent by email to the addresses used during the engagement, or to [email protected] for formal notices to us.
15. Changes to These Terms
We may update these Terms from time to time. The current version will always be published on our website with an updated "Last updated" date. Changes will not affect engagements already in progress unless both parties agree in writing.
16. Contact
Cobalt Wren
19 Huai Kaeo Road, Su Thep, Chiang Mai 50200, Thailand
Email: [email protected]
Phone: +66 53 894 217