Legal
Terms & Conditions
Last Updated: 18 April 2025 · Effective Date: 18 April 2025 · Emberlane Partners, Bangkok, Thailand
1. Definitions
In these Terms and Conditions, the following terms have the meanings set out below:
- "Emberlane Partners", "we", "us", "our" — the consulting practice registered and operating from 203 Rama IV Road, Khlong Toei, Bangkok 10110, Thailand.
- "Client", "you", "your" — the individual or entity that engages our services or uses this website.
- "Services" — our consulting engagements, including the Business Reflection Period, Partnership Evaluation, and Documentation Review, as described on our website and in any engagement letter.
- "Engagement Letter" — a written document confirming the scope, fees, and specific terms of a particular consulting engagement.
- "Website" — the website located at emberlanad.pro.
- "Deliverables" — any written documents, analyses, or other outputs produced in the course of an engagement.
2. Acceptance of Terms
By using this website or engaging our services, you agree to these Terms and Conditions in full. If you do not agree, you should not use this website or engage our services.
Our services are available to individuals aged 18 and over who have the legal capacity to enter into binding agreements. By engaging us, you confirm that you meet these requirements.
Where an Engagement Letter is issued, the specific terms of that letter govern the engagement. In the event of any conflict between these Terms and an Engagement Letter, the Engagement Letter prevails.
3. Service Description
Emberlane Partners provides independent business consulting services to owners and senior leaders. Our core engagements are:
- Business Reflection Period — a structured three-month engagement involving bi-weekly sessions and a written output document.
- Partnership Evaluation — an analytical review of a proposed business partnership, joint venture, or collaboration, typically over four weeks.
- Documentation Review — editorial and structural review of an important document, typically completed within one to two weeks.
Services are delivered primarily from Bangkok, Thailand, with some engagements conducted via written exchange and video call. We do not guarantee availability at any given time; engagements are subject to capacity.
4. Client Responsibilities
To enable us to carry out engagements effectively, you agree to:
- Provide accurate and complete information relevant to the engagement
- Attend agreed sessions and respond to written exchanges in a reasonable timeframe
- Make payment as agreed in the Engagement Letter
- Not use our Deliverables in a manner that misrepresents their nature or our conclusions
You must not use our website or services for any unlawful purpose, or in a way that could damage our reputation or the interests of third parties.
5. Intellectual Property
The content of this website — including text, design, and structure — is the property of Emberlane Partners and may not be reproduced without written permission.
Deliverables produced in an engagement are provided for your internal use only. Upon full payment, you receive a non-exclusive, non-transferable licence to use those Deliverables for the purposes described in the Engagement Letter. You may not distribute, publish, or sell Deliverables to third parties without our prior written consent.
Documents or materials you provide to us for review remain your property. By providing them, you grant us a limited licence to use them solely for the purpose of the engagement.
6. Fees and Payment
Fees are set out on our website and confirmed in the Engagement Letter. Prices are displayed in USD. Payment may be made by bank transfer or other methods agreed in writing. Specific payment schedules are set out in the Engagement Letter.
Fees are due as specified. Late payment may result in suspension of the engagement. We reserve the right to charge reasonable interest on overdue amounts in accordance with applicable Thai law.
Cancellations initiated by the Client after an engagement has commenced may be subject to a cancellation fee as described in the Engagement Letter. We do not offer refunds for work already completed or sessions already held.
7. Confidentiality
We treat all information shared during an engagement as confidential. We will not disclose your information to any third party except where required by Thai law or where you have given written consent.
We may refer to engagements in general terms — for example, in aggregated descriptions of our experience — without identifying the Client or disclosing confidential details. We will not do so without your prior agreement where the engagement is identifiable.
8. Disclaimers
Our services are advisory in nature. We provide independent analysis and structured thinking to support your decision-making. We do not make decisions on your behalf, and our Deliverables do not constitute legal, financial, accounting, or regulated professional advice.
We do not warrant that any particular outcome will result from an engagement. Business decisions involve factors outside our knowledge and control, and results depend substantially on your own actions and circumstances.
This website is provided on an "as available" basis. We do not warrant that it will be uninterrupted or free from errors.
9. Limitation of Liability
To the extent permitted by Thai law, our total liability to you in connection with any engagement shall not exceed the total fees paid by you for that engagement.
We shall not be liable for indirect, consequential, special, or incidental loss or damage, including loss of profit, revenue, goodwill, or opportunity, arising in connection with our services or this website.
Nothing in these Terms limits liability for fraud, gross negligence, or any liability that cannot be excluded under applicable Thai law.
10. Termination
Either party may terminate an engagement by giving written notice as specified in the Engagement Letter. Upon termination, you will be invoiced for work completed to the date of termination.
Provisions relating to confidentiality, intellectual property, payment obligations, and limitation of liability survive termination of any engagement.
11. Dispute Resolution and Governing Law
These Terms and any engagement are governed by the laws of Thailand. In the event of a dispute, the parties will first attempt to resolve the matter through good-faith discussion. If that is not successful within 30 days, either party may refer the dispute to the Thai courts or, by mutual agreement, to mediation.
The courts of Bangkok, Thailand, shall have exclusive jurisdiction over disputes arising from these Terms.
12. General Provisions
Entire agreement. These Terms, together with any Engagement Letter, constitute the entire agreement between us regarding the subject matter and supersede any prior discussions.
Severability. If any provision is found to be 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 in future.
Notices. Formal notices should be sent in writing to the address below or by email to [email protected].
13. Changes to These Terms
We may update these Terms from time to time. The "Last Updated" date at the top of this page reflects the most recent revision. For active engagements, material changes will be communicated in writing. Continued use of this website following any revision constitutes acceptance of the updated Terms.
14. Contact for Legal Matters
For questions about these Terms or any legal matter relating to our services:
Emberlane Partners
203 Rama IV Road, Khlong Toei
Bangkok 10110, Thailand