These Terms & Conditions apply to all services provided by Suria (Suite 21-08, Menara Hap Seng, Jalan P. Ramlee, 50250 Kuala Lumpur) to clients. Engaging our services constitutes acceptance of these terms. Where a separate written engagement letter exists, it takes precedence over these general terms to the extent of any inconsistency.
1. Definitions
| Term | Meaning |
|---|---|
| Suria | The advisory firm providing services under these terms, operating from Suite 21-08, Menara Hap Seng, Jalan P. Ramlee, 50250 Kuala Lumpur. |
| Client | The company or individual who retains Suria to perform services as described in a proposal or engagement letter. |
| Engagement Letter | A written document (including email confirmation) setting out the specific scope, fees, and timeline agreed for a particular engagement. |
| Deliverables | Written reports, memos, playbooks, or other outputs produced by Suria as part of the agreed scope. |
| Confidential Information | Any non-public information disclosed by either party in connection with an engagement, clearly marked confidential or reasonably understood to be confidential by its nature. |
2. Scope of Services
Suria provides advisory, review, and implementation support services relating to AI integration in finance and accounting processes. Our current service catalogue includes the Close Process Review, Invoice Triage Setup, and Quarterly Finance Stewardship engagements, each described in detail on our Solutions page.
Services are advisory in nature. Suria does not act as an auditor, tax agent, or legal adviser. Nothing in our deliverables constitutes audit opinions, tax advice, or legal advice. Clients should obtain independent professional opinions on such matters.
We may decline to take on or continue an engagement where we reasonably believe it falls outside our competence, creates a conflict of interest, or poses a regulatory or ethical concern.
3. Engagement Process
An engagement commences when the Client accepts a proposal or engagement letter from Suria in writing (including email). Before acceptance, either party may withdraw without obligation.
| Step | Who acts | Outcome |
|---|---|---|
| Initial discussion | Both parties | Scope and requirements clarified |
| Proposal issued | Suria | Fixed fee, timeline, and deliverables confirmed in writing |
| Client acceptance | Client | Engagement formally begins; invoice raised for deposit where applicable |
| Work delivery | Suria | Deliverables provided per agreed schedule |
| Engagement close | Both parties | Final invoice settled; engagement record closed |
Any changes to scope after commencement must be agreed in writing. Suria reserves the right to adjust fees and timelines for material scope changes.
4. Fees & Payment
All fees are quoted in Malaysian Ringgit (RM) and are exclusive of any applicable taxes, including Sales and Service Tax (SST) where applicable. Standard payment terms are set out below.
| Service | Fee (RM) | Payment schedule |
|---|---|---|
| Close Process Review | 1,300 | 50% on acceptance; 50% on delivery of report |
| Invoice Triage Setup | 5,180 | 40% on acceptance; 40% at pilot start; 20% on completion |
| Quarterly Finance Stewardship | 4,690 / quarter | Invoiced at the start of each quarter; due within 30 days |
- Invoices are payable within 14 days of issue unless otherwise stated in the engagement letter.
- Late payments attract a simple interest charge of 1.5% per month on the outstanding balance from the due date.
- Suria may suspend work on any engagement where payment is overdue by more than 14 days, without liability for delay to deliverables.
- All fees paid are non-refundable for work already performed, except where Suria has materially failed to deliver agreed outputs.
5. Client Obligations
Our ability to deliver high-quality work depends on timely co-operation from the Client. The Client agrees to:
- —Provide read-only access to accounting systems, transaction data, and process documentation as required and agreed in the engagement letter.
- —Assign a named contact (typically the controller or finance manager) with authority to provide information and approve recommendations.
- —Review and respond to queries from Suria within five working days to avoid delays to the agreed timeline.
- —Confirm in writing that any data shared with Suria is lawfully held and that sharing it does not breach any third-party obligation.
- —Obtain all internal approvals, board resolutions, or regulatory clearances required to proceed with the engagement before instructing Suria to begin.
Where delays are caused by the Client's failure to meet these obligations, Suria may revise the delivery timeline and, where warranted, the engagement fee.
6. Intellectual Property
On full payment of all fees for an engagement, Suria grants the Client a non-exclusive, non-transferable licence to use Deliverables for the Client's internal business purposes.
| What we touch | What we leave alone | Who reviews |
|---|---|---|
| Client-specific reports and memos produced for the engagement | Suria's methodologies, templates, frameworks, and know-how | Suria retains ownership of all background IP |
| Exception-handling playbooks prepared for Client's systems | General AI integration approaches and training data models | Client may share playbooks internally only |
| Audit committee memos and board summaries | Suria branding, systems, and website content | Client may share with their auditors and regulators |
The Client must not reproduce or distribute Deliverables to third parties other than the Client's auditors, legal advisers, or regulatory authorities without Suria's prior written consent.
7. Confidentiality
Each party agrees to keep the other's Confidential Information strictly confidential, to use it only for the purposes of the engagement, and not to disclose it to third parties without prior written consent.
This obligation does not apply to information that: (a) is or becomes publicly available through no breach of these terms; (b) was already known to the receiving party; (c) is independently developed without reference to the Confidential Information; or (d) must be disclosed by law or a competent authority.
Confidentiality obligations survive termination of the engagement for a period of three years.
8. Liability
Suria will perform services with reasonable skill and care consistent with professional advisory standards. However, the following limitations apply.
- Cap on liability. Suria's aggregate liability to the Client for any engagement shall not exceed the fees actually paid by the Client for that engagement.
- Consequential loss. Suria is not liable for indirect, consequential, or special losses, including loss of profit, revenue, or data, even if advised of the possibility of such losses.
- Reliance on client-provided data. Where Suria's outputs are based on information provided by the Client, Suria is not liable for errors or omissions arising from inaccurate or incomplete source data.
- Implementation decisions. Decisions to implement recommendations from Suria's reports rest solely with the Client. Suria is not liable for outcomes resulting from the Client's implementation choices.
Nothing in these terms excludes liability for fraud, wilful misconduct, or any liability that cannot be excluded by Malaysian law.
9. Termination
Either party may terminate an engagement by giving 30 days' written notice. For Quarterly Finance Stewardship, notice must be given before the start of a new quarter to avoid billing for that quarter.
Suria may terminate immediately if the Client: fails to pay an overdue invoice within 30 days of a written reminder; breaches these terms in a material way and fails to remedy the breach within 14 days of notice; or becomes insolvent or enters into any arrangement with creditors.
On termination, the Client shall pay for all work completed and expenses incurred up to the termination date. Suria shall deliver any completed Deliverables to the Client in exchange for such payment.
10. Data & Privacy
Each party will comply with its own obligations under the PDPA 2010 and any other applicable data protection legislation in relation to personal data processed in connection with the engagement.
Where the Client shares accounting or transaction data with Suria that contains personal data (for example, employee expense records or supplier contact details), the Client confirms it has a lawful basis to share such data and that Suria may process it solely for the purposes of the engagement.
Full details of how Suria handles personal data are in our Privacy Policy.
11. General
- Governing law These terms are governed by the laws of Malaysia. Any dispute shall be submitted to the exclusive jurisdiction of the courts of Malaysia.
- Entire agreement These terms, together with any engagement letter, constitute the entire agreement between the parties and supersede all prior discussions, representations, and undertakings.
- Severability If any provision is found to be invalid or unenforceable, the remaining provisions continue in full force.
- Waiver A failure to enforce any provision does not constitute a waiver of the right to enforce it in the future.
- Notices Notices should be sent by email to [email protected] or by post to Suite 21-08, Menara Hap Seng, Jalan P. Ramlee, 50250 Kuala Lumpur. Email notices are deemed received on the next working day.
- Amendments Suria may update these terms periodically. The version in effect at the time of an engagement letter governs that engagement. Updated terms apply to new engagements from the date of publication.