Terms & Conditions

1. Definitions

Throughout these Terms, the following words carry the meanings given here:

• "Saro Bay" / "we" / "us" — refers to Saro Bay, a business consulting firm registered and operating from Jalan Bukit Bintang 142, 55100 Kuala Lumpur, Malaysia.
• "Client" / "you" — any individual or organization that engages Saro Bay for advisory services or accesses this website.
• "Engagement" — a defined advisory project entered into between Saro Bay and a Client, including but not limited to the Strategic Note Series, Tools Selection Advisory, and Stakeholder Alignment Memo.
• "Deliverable" — any written output produced by Saro Bay as part of an Engagement, including notes, memos, and written recommendations.
• "Agreement" — these Terms and Conditions, together with any engagement letter or written scope confirmation exchanged between the parties.
• "Website" — the digital presence operated by Saro Bay at sarobayms.cyou.

2. Acceptance of Terms

By submitting an inquiry, signing an engagement letter, or making payment for any service, you confirm that:

• You have read and understood these Terms in full.
• You are at least 18 years of age or have the authority to enter into a binding commercial agreement on behalf of the organization you represent.
• You have the capacity and authority to form a binding agreement under Malaysian law.

If you are acting on behalf of a company or organization, you represent that you have authority to bind that entity. Where you do not have such authority, you should refrain from engaging our services until that authority is confirmed.

3. Service Description

Saro Bay provides general business advisory and operational consulting on non-regulated activities. Our current engagements include:

Service availability is subject to Saro Bay's current capacity. We serve clients in Malaysia and may, at our discretion, work with clients in other jurisdictions. The scope of each engagement is confirmed in writing before work begins.

4. User Responsibilities

In connection with any engagement or use of this website, you agree to:

• Provide accurate, complete, and timely information when requested.
• Make relevant stakeholders available for interviews or reviews where an engagement requires it.
• Treat all Saro Bay personnel with professional respect.
• Not use Deliverables in a manner that misrepresents their source or scope.
• Not reproduce, redistribute, or publish Deliverables beyond the agreed internal use without written consent.
• Not engage in any activity through this website that is unlawful, deceptive, or harmful to Saro Bay or third parties.
• Not attempt to interfere with the security or operation of this website.

5. Intellectual Property

All Deliverables produced by Saro Bay remain the intellectual property of Saro Bay until payment for the relevant engagement is received in full. Upon full payment, Saro Bay grants the Client a non-exclusive, non-transferable license to use the Deliverable for internal business purposes as agreed in the engagement scope.

This license does not permit the Client to:

• Reproduce or distribute Deliverables to third parties outside the agreed scope without prior written consent.
• Modify Deliverables and attribute the modified version to Saro Bay.
• Use Deliverables for commercial resale or sublicensing purposes.

All website content, including text, design, and structure, is owned by Saro Bay and may not be reproduced without permission. Saro Bay retains the right to reference the nature of an engagement in its portfolio without disclosing Client-specific content.

6. Payment Terms

All fees are stated in Malaysian Ringgit (RM) and are exclusive of any applicable taxes unless otherwise noted. Payment terms are confirmed in each engagement letter. General conditions are as follows:

• Invoices are issued upon confirmation of the engagement scope.
• For standing engagements (such as the Strategic Note Series), invoices are issued at the start of each monthly cycle.
• Payment is due within 14 days of invoice date unless otherwise agreed in writing.
• Saro Bay reserves the right to pause work on an engagement where an invoice remains unpaid beyond 14 days.
• Bank transfer and other payment methods accepted are confirmed at the time of engagement.

Refunds are considered on a case-by-case basis where work has not yet commenced. Once a Deliverable has been submitted, the engagement fee is non-refundable. Where work is partially complete, Saro Bay may offer a pro-rated credit at its discretion.

7. Engagement Terms

Each engagement begins with a written scope confirmation exchanged between Saro Bay and the Client. The scope sets out the topic, the format of the Deliverable, the timeline, and the fee. Changes to the scope after confirmation require written agreement from both parties and may affect the timeline and fee.

Timelines stated in the scope are indicative and depend on Client responsiveness. Where a Client is delayed in providing required information or access, Saro Bay's delivery timeline adjusts accordingly.

Saro Bay maintains a working relationship based on reasonable professional discretion. The firm may decline to take on an engagement or may withdraw from an engagement in progress if it determines the work would require conduct inconsistent with its professional standards, with a written explanation provided to the Client.

8. Disclaimers

Saro Bay's advisory services are general business consulting on non-regulated activities. Nothing in any Deliverable constitutes:

• Legal, regulatory, or compliance advice.
• Financial, investment, or accounting advice.
• A representation that any course of action will produce a particular outcome.

This website and all Deliverables are provided on an "as is" basis. Saro Bay does not warrant that the website will be uninterrupted or free of technical errors. The firm makes no representations about the completeness or continued accuracy of information on this website after its publication date.

9. Limitation of Liability

To the extent permitted by Malaysian law, Saro Bay's total liability arising out of or in connection with any engagement shall not exceed the fees paid by the Client for that specific engagement.

Saro Bay is not liable for:

• Indirect, consequential, or special losses arising from use of a Deliverable.
• Business decisions made by the Client based on advisory output.
• Loss of revenue, profit, or opportunity arising from any engagement or its delay.
• Circumstances beyond Saro Bay's reasonable control, including events of force majeure.

10. Indemnification

You agree to indemnify and hold harmless Saro Bay, its advisors, and affiliates from any claims, losses, costs, or expenses (including reasonable legal fees) arising from your breach of these Terms, your misuse of a Deliverable, or any third-party claim arising from your use of our services beyond the agreed scope.

11. Termination

Either party may terminate an engagement by providing written notice. For standing engagements such as the Strategic Note Series, a minimum of 14 days' notice prior to the next billing cycle is required to avoid that cycle's invoice.

Saro Bay may terminate an engagement immediately if:

• An invoice remains unpaid beyond 30 days of the due date.
• The Client provides materially false information relevant to the engagement.
• Continuation of the engagement would require conduct inconsistent with Saro Bay's professional standards.

Termination does not affect any obligations that have already accrued, including outstanding payment obligations. Clauses relating to intellectual property, liability, indemnification, and dispute resolution survive termination.

12. Dispute Resolution

These Terms are governed by the laws of Malaysia. Any dispute arising from or in connection with these Terms or any engagement shall first be addressed through informal resolution: the party raising the concern should contact Saro Bay in writing at [email protected], describing the matter clearly.

Saro Bay will respond within 10 business days with a view to reaching a reasonable resolution. If informal resolution is not achieved within 30 days of the initial written notice, either party may refer the dispute to mediation through the Malaysian Mediation Centre, and thereafter to the courts of Malaysia with jurisdiction in Kuala Lumpur.

Nothing in this clause prevents either party from seeking urgent interim relief from a court where necessary to protect its interests.

13. General Provisions

• Entire Agreement. These Terms, together with any engagement letter or written scope confirmation, form the complete agreement between the parties and supersede prior discussions.
• Severability. If any provision is found to be invalid or unenforceable, the remaining provisions continue in full force.
• Waiver. Failure by Saro Bay to enforce any provision of these Terms does not constitute a waiver of the right to enforce it in the future.
• Assignment. The Client may not assign rights or obligations under these Terms without Saro Bay's prior written consent. Saro Bay may assign obligations to a qualified successor where necessary.
• Notices. Formal notices between the parties should be sent in writing to the addresses confirmed at the time of engagement. Email is acceptable for operational correspondence.

14. Changes to Terms

Saro Bay may update these Terms from time to time. Where changes are material, we will note the updated effective date at the top of this page. Clients with active engagements will be notified by email of any substantive changes.

Continued use of our services following the effective date of a revision constitutes acceptance of the revised Terms. If you disagree with the revised Terms, you may terminate any standing engagement in accordance with Section 11.

15. Contact

For questions about these Terms or any legal matters relating to your engagement with Saro Bay, please write to: