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Terms & Conditions

Last Updated: 14 April 2025

Contents

  1. Introduction and Acceptance
  2. Services Offered
  3. Engagement and Onboarding
  4. Fees, Invoicing and Payment
  5. Scope of Work and Deliverables
  6. Client Responsibilities
  7. Confidentiality
  8. Data Protection and PDPA
  9. Intellectual Property
  10. Limitation of Liability
  11. Termination
  12. Employment Act 1955 Alignment
  13. Dispute Resolution
  14. Governing Law
  15. Amendments
  16. Contact

1. Introduction and Acceptance

These Terms and Conditions ("Terms") govern the relationship between Jelita Plan ("we", "us", "our") and any individual, company, or organisation ("Client", "you") that engages our advisory services or uses our website located at coeurvintage.com.

Our registered address is Unit 12-4, Wisma Cosway, Jalan Raja Chulan, 50200 Kuala Lumpur, Malaysia. By accepting a proposal, signing an engagement letter, or otherwise instructing us to commence work, you agree to be bound by these Terms. If you do not accept these Terms, please do not engage our services.

2. Services Offered

Jelita Plan provides AI-assisted workforce planning advisory services to HR leaders and operations teams in Malaysia. Our current service offerings are:

Service descriptions are indicative. The precise scope for each engagement is confirmed in writing prior to commencement.

3. Engagement and Onboarding

An engagement begins once both parties have agreed on scope in writing — via a proposal acceptance, engagement letter, or purchase order. We reserve the right to decline an engagement at our discretion before commencement. We will not decline on grounds of race, religion, gender, or disability.

Onboarding typically involves one or more working sessions with your HR business partner, operations head, and workforce planner to understand your current roster practices and system environment. You agree to make relevant personnel available within agreed timelines.

4. Fees, Invoicing and Payment

Our fees are as listed in the service schedule above, and confirmed in each engagement's written scope. Fees are quoted in Malaysian Ringgit (MYR) and are exclusive of any applicable taxes unless otherwise stated.

Late payments beyond the due date may attract a late payment charge of 1.5% per month on the outstanding balance, calculated from the due date until the date of receipt. We reserve the right to pause work on active engagements where invoices remain unpaid beyond 21 days of the due date.

5. Scope of Work and Deliverables

Each engagement's deliverables are defined in the written scope agreed at onboarding. We will make reasonable efforts to deliver within the timelines indicated, but timelines may shift where we are awaiting information, access, or approvals from your side.

Any material change to scope — including additional data sources, additional locations, or expanded headcount — will be discussed with you and may result in a revised fee. We will not commence out-of-scope work without written confirmation from you.

6. Client Responsibilities

To allow us to deliver effectively, you agree to:

7. Confidentiality

Both parties agree to hold each other's confidential information in strict confidence. We will not disclose your workforce data, roster records, employee information, or internal processes to any third party except where required by law or with your prior written consent.

Where we engage sub-advisors or technical partners to support delivery, we will ensure they are bound by equivalent confidentiality obligations. We will notify you in writing of any such arrangements before they are put in place.

Our confidentiality obligations survive termination of an engagement for a period of three (3) years.

8. Data Protection and PDPA

Where our work involves access to personal data of your employees, we act as a data processor on your behalf. You remain the data controller for all employee personal data. We process such data only to the extent necessary to deliver the agreed scope and in compliance with Malaysia's Personal Data Protection Act 2010 (PDPA).

Before we access any employee-level data, you confirm that:

Our HRIS access for the Roster Drafting Pilot is strictly read-only. We do not retain employee-level data beyond the close of the relevant engagement period except where required for audit or legal compliance purposes. For full details of how we handle personal data, please see our Privacy Policy.

9. Intellectual Property

Written briefs, usage policies, and other documents produced specifically for your engagement become your property upon full payment of the applicable fees. We retain ownership of our underlying methodologies, frameworks, assessment tools, and general know-how that inform our work.

We may reference the nature of our engagement (e.g., sector, type of service, general outcomes) for our own business development purposes, but will not identify your organisation by name without your prior written consent.

10. Limitation of Liability

Our services are advisory in nature. All roster outputs produced by AI tools during a Roster Drafting Pilot are drafts for planner review and are not final employment instructions. Your workforce planner retains full responsibility for confirming any roster or shift arrangement before it is communicated to employees.

To the fullest extent permitted by Malaysian law, our total liability to you arising from any engagement — whether in contract, tort, or otherwise — shall not exceed the total fees paid by you for that specific engagement in the twelve (12) months preceding the claim.

We are not liable for indirect, consequential, or special damages, including loss of profit, loss of revenue, or loss of data, even if advised of the possibility of such losses.

11. Termination

Either party may terminate an engagement by giving fourteen (14) days' written notice. In the event of termination:

Upon termination, each party will promptly return or securely delete confidential information belonging to the other party, unless required to retain it by law.

12. Employment Act 1955 Alignment

Our services are designed to support, not replace, your obligations under Malaysia's Employment Act 1955 (EA 1955) and any applicable sector-specific regulations. Nothing in our briefs, usage policies, or AI-drafted rosters constitutes legal advice or creates a legal obligation on your organisation.

We encourage you to have any significant changes to roster or shift structures reviewed by your own HR legal counsel before implementation, particularly where they affect overtime, rest days, or the rights of employees covered under EA 1955.

13. Dispute Resolution

If a dispute arises from these Terms or any engagement, the parties agree to first attempt to resolve the matter in good faith through direct discussion within 21 working days of the dispute being raised in writing.

If the dispute is not resolved through direct discussion, either party may refer it to mediation through the Kuala Lumpur Regional Centre for Arbitration (KLRCA) or a mutually agreed mediator. If mediation does not resolve the dispute within 45 days of the referral, either party may pursue legal proceedings in accordance with Clause 14.

14. Governing Law

These Terms and all engagements governed by them are subject to the laws of Malaysia. Any legal proceedings arising from these Terms shall be brought in the courts of Malaysia, and both parties submit to the exclusive jurisdiction of those courts.

15. Amendments

We may update these Terms from time to time. The updated date at the top of this page reflects when changes were last made. Where changes are material, we will notify active clients by email at least 14 days before the changes take effect. Continued engagement of our services after that date constitutes acceptance of the revised Terms.

16. Contact

For any questions regarding these Terms, please contact us: