Terms & Conditions

1. Definitions

The following terms carry specific meanings throughout this document:

• "Agreement" means these Terms & Conditions, together with any engagement letter or service proposal accepted by the Client.
• "Service" means any advisory, workshop, or review session delivered by Axion Drift as described in Section 3.
• "We / Us / Our" refers to Axion Drift, a business operating at Level 8, Mid Valley Northpoint, 1 Medan Syed Putra Utara, 59200 Kuala Lumpur, Malaysia.
• "Client / You / Your" refers to any individual or organisation that engages or inquires about our Services.
• "Content" refers to reports, summaries, pilot plans, standards documents, and other written materials delivered as part of a Service.
• "Session" means a scheduled advisory meeting, workshop, or review interaction, conducted in person or remotely.

2. Acceptance of Terms

By submitting an inquiry, accepting a proposal, making a payment, or attending a Session, you indicate that you have read and agreed to this Agreement.

Our Services are intended for business representatives and professionals. You confirm that you are at least 18 years of age and have the authority to enter into this Agreement on behalf of yourself or any organisation you represent.

If you do not agree with any part of these terms, please contact us before engaging a Service so we may address your concerns.

3. Service Description

Axion Drift provides retail-operations advisory focused on shelf and inventory insight derived from computer vision. Our scope covers products and stock levels on shelves; it does not involve identification or profiling of individuals.

Our current Services are:

• Shelf Insight Readiness Review — A single-session advisory review assessing what shelf and inventory insight may realistically offer a retailer's stores. Includes a use-case map and a prerequisites list. Delivered as one session with a written summary. RM 600
• Inventory Vision Pilot Workshop — A two-session hands-on workshop guiding a team through planning and running a small pilot for shelf and stock-level insight. Includes a measurement guide and a results outline. RM 1,480
• Store Rollout Advisory — A three-month independent advisory engagement supporting phased rollout of shelf-insight tooling across multiple stores. Includes a rollout plan and a standards document. RM 2,860

Services are provided primarily to clients in Malaysia. Remote delivery may be available subject to agreement.

4. Service Delivery

Sessions are scheduled by mutual agreement. We will work with you to find timing that suits your operations team. Sessions may be conducted in person at our Kuala Lumpur office or remotely via a video conferencing platform.

Deliverables — such as summaries, plans, and documents — will be shared within a reasonable timeframe following the relevant session. Specific timelines will be noted in the engagement proposal.

Our advisory is vendor-neutral. We do not sell or install software. Recommendations made during any Service are based on general operational knowledge and should be evaluated by the Client in the context of their own infrastructure and requirements.

Scope changes requested by the Client after commencement of a Service may affect timelines and fees. We will notify you of any impact in writing before proceeding.

5. User Responsibilities

To enable us to deliver each Service effectively, you agree to:

• Provide accurate and complete information about your stores, operations, and objectives when requested.
• Ensure that relevant team members are available to attend scheduled Sessions.
• Review and act on deliverables within a reasonable period so that follow-up Sessions (where applicable) can proceed productively.
• Comply with all applicable laws and regulations when implementing any recommendations.
• Not use any Content delivered by us for purposes outside the scope agreed in the engagement proposal.
• Not share, resell, or distribute our Content to third parties without our written consent.

You are responsible for ensuring that any camera or computer-vision systems your organisation operates comply with the Personal Data Protection Act 2010 (Malaysia) and other applicable legislation, including any requirements for signage or notice to individuals whose images may be incidentally captured.

6. Intellectual Property

All methodologies, frameworks, templates, and process materials developed by Axion Drift remain our intellectual property. Deliverables produced specifically for your engagement are licensed to you on a limited, non-exclusive basis for your internal operational use.

You may not reproduce, publish, or commercialise our Content, in whole or in part, without our prior written consent.

Nothing in this Agreement transfers ownership of any intellectual property from Axion Drift to you.

7. Payment Terms

Service fees are as listed in Section 3 and denominated in Malaysian Ringgit (RM). Final pricing will be confirmed in the engagement proposal or invoice.

Payment is due prior to commencement of the Service unless otherwise agreed in writing. Accepted payment methods will be specified on the invoice.

If a Session must be rescheduled by the Client with less than 48 hours' notice, an administrative fee may apply. If a Service is cancelled after commencement, fees paid for work already delivered are non-refundable. For Services not yet commenced, a partial refund may be considered on a case-by-case basis.

Invoices that remain unpaid for more than 14 days beyond the due date may result in suspension of the Service until payment is received.

8. Confidentiality

Both parties agree to treat as confidential any non-public information shared during the course of an engagement — including operational data, store layouts, and business processes shared by the Client, as well as proprietary frameworks and unpublished materials shared by Axion Drift.

Confidential information will not be disclosed to third parties without the prior written consent of the disclosing party, except as required by law or by a competent authority.

This obligation survives the termination or completion of any engagement.

9. Disclaimers

Our Services are provided on an informational and advisory basis. We do not warrant that any particular business outcome will result from following our recommendations.

We do not provide legal, regulatory, or compliance advice. If your operations require formal compliance assessments, please engage a qualified practitioner in that field.

Information shared during our Services reflects general operational knowledge and current industry understanding at the time of delivery. We make reasonable efforts to keep our knowledge current, but we cannot account for all developments in technology, regulation, or market conditions.

10. Limitation of Liability

To the extent permitted by Malaysian law, Axion Drift's total liability for any claim arising from a Service shall not exceed the amount paid by the Client for that specific Service.

We are not liable for indirect, consequential, or incidental losses arising from your use of, or reliance on, our advisory Content, including but not limited to lost revenue, operational disruption, or costs of implementing or reversing changes to your store setup.

Nothing in this clause limits liability for fraud, gross negligence, or any liability that cannot be excluded under Malaysian law.

11. Indemnification

You agree to indemnify and hold Axion Drift, its staff, and its representatives harmless from any claims, costs, or damages arising from your misuse of our Content, your breach of this Agreement, or your failure to comply with applicable laws in connection with any systems or practices you adopt following our advisory.

12. Termination

Either party may end an ongoing engagement by providing written notice. If Axion Drift terminates due to non-payment or a material breach by the Client, fees for work already delivered remain due.

If the Client terminates an engagement in progress, fees for Sessions and deliverables already completed are non-refundable.

Sections 6, 8, 9, 10, 11, and 13 survive the termination or completion of any engagement.

13. Dispute Resolution

This Agreement is governed by the laws of Malaysia. Any dispute will first be addressed through direct and good-faith discussion between the parties. We encourage you to contact us before pursuing any formal process.

If a dispute cannot be resolved informally within 30 days, the parties may seek mediation through the Malaysian Mediation Centre or proceed to litigation in the courts of Malaysia, which shall have exclusive jurisdiction.

14. General Provisions

• Entire Agreement: This document, together with any accepted proposal, constitutes the complete agreement between the parties for the relevant Service.
• Severability: If any provision is found unenforceable, the remaining provisions continue in full effect.
• Waiver: Our failure to enforce any right on one occasion does not waive that right on future occasions.
• Assignment: You may not assign your rights or obligations under this Agreement without our written consent. We may assign operational responsibilities within our organisation.
• Notices: Notices should be sent by email to the addresses on record for each party, or by post to our address in Kuala Lumpur.

15. Changes to Terms

We may update these Terms from time to time. Changes will be published on this page with a revised effective date. For ongoing engagements, material changes will be communicated directly.

Your continued use of our Services after a change becomes effective indicates your acceptance of the updated terms.

16. Contact

If you have any questions about these Terms, please reach out: