Terms and Conditions of Business

High Level Thai (HLT) Digital Marketing Agency

Effective Date: January 1, 2025
Last Updated: January 1, 2025

1. Introduction and Acceptance

1.1 Agreement Overview

These Terms and Conditions ("Terms") constitute a legally binding agreement between High Level Thai Co., Ltd. ("HLT," "we," "us," or "our") and you ("Client," "you," or "your") for the provision of AI-powered business operating systems and digital marketing services ("Services").

1.2 Acceptance of Terms

By signing our service agreement, accessing our platform, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not use our Services.

1.3 Company Information

High Level Thai Co., Ltd.
Registered Office: [Insert Thai registered address]
Registration Number: [Insert Thai company registration number]
Tax ID: [Insert Thai tax identification number]
Email: [email protected]
Phone: [Insert Thai phone number]

2. Service Description

2.1 HLT AI-Powered Business Operating System

Our Services include but are not limited to:

Core AI Components:

AI Phone Assistant with 24/7 call management

Smart website with automated booking system

AI-powered unified messaging platform (LINE, Facebook, Instagram)

Google Business Profile optimization and management

Automated review collection and reputation management

Customer win-back and retention campaigns

AI staff recruitment and candidate screening system

Business intelligence dashboard and analytics

Professional Services:

Complete system setup and configuration

AI training and customization for your business

Monthly strategy consultations and optimization

Technical support and platform maintenance

Performance monitoring and reporting

Training and onboarding sessions

2.2 Service Customization

All Services are customized to your specific business needs and industry requirements. The exact scope of Services will be detailed in your individual Service Agreement.

3. Client Obligations and Responsibilities

3.1 Information Provision

You agree to:

Provide accurate, complete, and current business information

Supply necessary access credentials for existing business accounts (Google, Facebook, LINE, etc.)

Provide timely responses to our requests for information or clarification

Maintain updated contact information and billing details

Notify us immediately of any changes to your business operations

3.2 Implementation Requirements

To receive full benefit from our Services, you must:

Actively implement all recommendations provided by our team

Follow our proven processes and best practices as outlined in training materials

Respond promptly to customer inquiries generated through our system

Maintain professional standards in all customer interactions

Participate in scheduled strategy calls and training sessions

Provide feedback on system performance and customer interactions

3.3 Technical Requirements

You are responsible for:

Maintaining reliable internet connectivity

Using compatible devices and browsers for platform access

Keeping login credentials secure and confidential

Installing and maintaining any required software or applications

Providing staff training on system usage as needed

3.4 Compliance Obligations

You must:

Comply with all applicable Thai laws and regulations

Maintain all necessary business licenses and permits

Follow industry-specific regulations and standards

Respect intellectual property rights of third parties

Use our Services only for legitimate business purposes

4. 90-Day New Customer Guarantee

4.1 Guarantee Terms

HLT guarantees that you will welcome at least 12 (twelve) new first-time customers through your doors within the first 90 days of service activation, subject to the conditions outlined in this section.

4.2 Guarantee Conditions

This guarantee is ONLY valid if you:

Implementation Requirements:

Implement 100% of our initial setup recommendations within 14 days of service activation

Follow all strategic advice provided during monthly consultation calls

Respond to all customer inquiries generated through our system within 4 hours during business hours

Maintain professional service standards that result in positive customer experiences

Allow our AI phone assistant to handle at least 80% of incoming calls without manual override

Participation Requirements:

Attend all scheduled training sessions and strategy calls

Provide weekly performance feedback during the guarantee period

Implement system optimizations recommended by our team within 7 days

Maintain consistent business hours and service availability

Use our complete system suite (not partial implementation)

Business Standards:

Maintain minimum 4.0-star average customer rating across all platforms

Provide quality services that meet or exceed industry standards

Honor all appointments booked through our system

Maintain adequate staffing to serve new customers generated

Keep business operations consistent throughout the guarantee period

4.3 Guarantee Exclusions

This guarantee does NOT apply if:

You fail to implement our recommendations within specified timeframes

Your business operations are suspended or significantly reduced

You modify our system settings without prior approval

External factors beyond our control affect your business (natural disasters, government closures, etc.)

You violate any terms of this agreement

Your business receives negative publicity or legal issues affecting reputation

You operate in a highly regulated industry with restrictions we cannot control

4.4 Guarantee Fulfillment Process

If you do not receive 12 new customers within 90 days while meeting all conditions:

Step 1 - Review Period (Days 91-100):

Joint review of implementation compliance

Analysis of system performance and customer interactions

Identification of any missed requirements or optimizations

Step 2 - Extended Service (Days 101+):

We continue providing all Services at no additional cost

Enhanced support and optimization until 12 new customers achieved

Priority access to our senior strategists and technical team

Weekly progress reviews and strategy adjustments

4.5 New Customer Definition

A "new customer" is defined as:

A person who has never used your services before

Makes an initial appointment through our system

Completes and pays for their first service visit

Is verified as a legitimate customer (not friends, family, or fictitious bookings)

5. Payment Terms and Billing

5.1 Service Fees

Monthly service fees are outlined in your individual Service Agreement and are charged according to your selected plan:

Beta Plan: ฿4,497/month (limited availability)

Growth Plan: ฿11,997/month

Enterprise Plan: Custom pricing

5.2 Payment Schedule

Setup Fee: Due upon contract signing (if applicable)

Monthly Fees: Charged in advance on the same date each month

Additional Services: Billed monthly in arrears

Currency: All fees are in Thai Baht (THB)

5.3 Payment Methods

We accept:

Thai bank transfers (preferred method)

Credit cards (Visa, Mastercard, American Express)

Online banking transfers

Corporate checks (with prior approval)

5.4 Late Payment and Non-Payment

Grace Period: 5 business days after due date

Late Fee: 1.5% per month on overdue amounts

Service Suspension: After 15 days overdue, services may be suspended

Collection Costs: You are responsible for all collection costs and legal fees

5.5 Refund Policy

Setup Fees: Non-refundable once work has commenced

Monthly Fees: No refunds for partial months

Early Termination: No refunds for remaining contract period

Disputed Charges: Must be reported within 30 days of billing

6. Contract Duration and Cancellation

6.1 Contract Terms

Minimum Term: 6 months from service activation date

Auto-Renewal: Month-to-month after initial term

Beta Pricing: Locked for life with 6-month minimum commitment

6.2 Cancellation by Client

You may cancel Services by:

Providing 30 days written notice to [email protected]

Completing any outstanding payment obligations

Following our data export procedures (if desired)

Returning or destroying any confidential materials

6.3 Cancellation by HLT

We may terminate Services immediately for:

Material breach of these Terms

Non-payment after 30 days overdue

Fraudulent or illegal activity

Abusive behavior toward our staff

Violation of platform usage policies

Failure to maintain business operations

6.4 Early Termination Consequences

If you terminate before the minimum term:

All discounts and promotional pricing become void

Setup fees become immediately due (if waived initially)

No refunds for pre-paid services

Immediate platform access termination

7. Intellectual Property Rights

7.1 HLT Intellectual Property

We retain all rights to:

HLT Platform and Software: All proprietary technology, AI systems, and software

Methodologies and Processes: Our business strategies, frameworks, and procedures

Training Materials: All educational content, guides, and documentation

Brand Assets: Logos, trademarks, and marketing materials

System Configurations: Custom setups and optimization settings

7.2 Client Data Ownership

You retain ownership of:

Your business data and customer information

Content you create using our platform

Your business brand and marketing materials

Customer lists and contact information

7.3 License Grants

To Client: We grant you a limited, non-exclusive, non-transferable license to use our platform and Services during the contract term.

To HLT: You grant us limited rights to use your business information and data to provide Services and create anonymized case studies (with your consent).

7.4 Restrictions

You may NOT:

Reverse engineer or attempt to replicate our technology

Share platform access with unauthorized third parties

Create derivative works based on our proprietary systems

Use our intellectual property for competing services

Remove or modify any proprietary notices or branding

8. Platform Access and Data Management

8.1 Access Rights During Service

While Services are active, you have:

Full access to your business dashboard and analytics

Data export capabilities for your business information

Real-time reporting and performance metrics

Technical support for platform usage

8.2 Access Termination

Upon contract termination or cancellation:

Immediate Effects:

Platform access is terminated within 24 hours

AI systems stop processing new calls and messages

Website and booking systems are deactivated

Automated campaigns cease operation

Data Retention Period (30 days):

Data export is available for 30 days post-termination

Technical support for data retrieval (fees may apply)

Account reactivation possible with payment of outstanding fees

After 30 Days:

Data deletion begins according to our retention policy

No platform access or data recovery available

New contract required for service resumption

8.3 Data Export Process

Upon reasonable notice, we will:

Provide data in commonly used formats (CSV, PDF, etc.)

Include customer lists, booking history, and analytics data

Exclude proprietary AI training data and system configurations

Charge reasonable fees for extensive data preparation

8.4 Business Continuity Planning

We recommend:

Regular data backups of critical business information

Alternative contact methods for customers during transition

Staff training on manual processes as backup

Advance notice of termination to minimize disruption

9. Website and Digital Assets

9.1 Website Ownership and Control

HLT-Created Websites:

Design and Code: Remains HLT intellectual property

Domain Name: Client owns domain if purchased separately

Content: Client owns business content and images provided

Hosting: Controlled by HLT during service period

9.2 Website Access During Service

You receive:

Admin access to content management areas

Analytics and reporting dashboards

Basic customization capabilities within approved parameters

Regular backups and security updates

9.3 Website Rights Upon Termination

If Services are terminated:

Domain Name:

Client retains ownership of domain name (if purchased separately)

DNS control transferred back to client upon request

Domain renewal becomes client responsibility

Website Files and Design:

Code and design remain HLT intellectual property

Website functionality ceases with platform termination

Content export available during 30-day retention period

New hosting required for continued operation

Alternative Solutions:

Basic website export in standard format (additional fees apply)

Content transfer to client's new hosting provider

Technical assistance for migration (billable services)

9.4 Third-Party Integrations

Platform Connections:

Google/Facebook accounts remain under client control

API connections are terminated with service cancellation

Data sync stops immediately upon termination

Reintegration requires new service agreement

10. Warranties and Disclaimers

10.1 Service Warranties

We warrant that:

Services will be provided with reasonable skill and care

Platform uptime will exceed 99.5% (excluding scheduled maintenance)

AI systems will function according to documented specifications

Support response within stated timeframes

10.2 Client Warranties

You warrant that:

Business information provided is accurate and complete

You have authority to enter into this agreement

Business operations are legal and properly licensed

Content provided does not violate third-party rights

10.3 Disclaimers

EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING:

Results Guarantee: Except for our specific 90-day guarantee (subject to conditions), we make no guarantees about business outcomes

Third-Party Services: We disclaim warranties for integrated third-party platforms

Market Conditions: We cannot control economic or industry factors affecting your business

Customer Behavior: We cannot guarantee customer satisfaction or retention beyond our system capabilities

11. Limitation of Liability

11.1 Liability Caps

IN NO EVENT SHALL HLT'S TOTAL LIABILITY EXCEED:

For Beta Plan clients: Three (3) months of monthly service fees

For other plans: Six (6) months of monthly service fees

For any single incident: ฿50,000 maximum

11.2 Excluded Damages

WE SHALL NOT BE LIABLE FOR:

Indirect, special, or consequential damages

Lost profits or business opportunities

Loss of data not caused by our negligence

Third-party service failures or interruptions

Force majeure events beyond our control

11.3 Mitigation Requirements

You agree to:

Minimize damages through reasonable efforts

Provide timely notice of any issues or problems

Cooperate with resolution efforts

Maintain adequate insurance for your business operations

12. Confidentiality and Non-Disclosure

12.1 Confidential Information

Both parties agree to maintain confidentiality of:

Business strategies and methodologies

Customer lists and contact information

Financial information and pricing

Technical specifications and system configurations

Performance data and analytics

12.2 Permitted Disclosures

Information may be disclosed:

With written consent from the disclosing party

As required by law or court order

To professional advisors under confidentiality obligations

In anonymized form for case studies (with consent)

12.3 Return of Information

Upon termination:

Confidential materials must be returned or destroyed

Access credentials must be surrendered

Copies and derivatives must be deleted

Certification of compliance may be required

13. Force Majeure

13.1 Force Majeure Events

Neither party shall be liable for delays or failures due to:

Natural disasters (floods, earthquakes, storms)

Government actions (lockdowns, regulatory changes)

Labor disputes and strikes

Internet outages and telecommunications failures

Pandemic or health emergencies

War, terrorism, or civil unrest

13.2 Notice and Mitigation

The affected party must:

Provide prompt notice of force majeure event

Use reasonable efforts to minimize impact

Resume performance as soon as reasonably possible

Consider alternative solutions during the event

13.3 Extended Force Majeure

If force majeure continues for more than 60 days, either party may terminate this agreement with 30 days written notice.

14. Dispute Resolution

14.1 Good Faith Negotiations

Parties agree to attempt resolution through:

Direct discussion between authorized representatives

Mediation with mutually agreed mediator

Good faith efforts for at least 30 days before litigation

14.2 Arbitration (Optional)

For disputes involving amounts over ฿100,000:

Arbitration may be required by mutual agreement

Thai Arbitration Institute rules apply

Single arbitrator for amounts under ฿500,000

Three arbitrators for larger disputes

Bangkok venue for all proceedings

14.3 Litigation

Thai courts have exclusive jurisdiction

Bangkok courts preferred venue

Thai law governs all proceedings

Prevailing party entitled to reasonable attorney fees

15. Governing Law and Compliance

15.1 Applicable Law

This agreement is governed by:

Thai Civil and Commercial Code

Electronic Transactions Act B.E. 2544

Personal Data Protection Act B.E. 2562

Consumer Protection Act B.E. 2562

Computer Crime Act B.E. 2560

15.2 Regulatory Compliance

Both parties must comply with:

Data protection regulations

Consumer protection laws

Advertising and marketing standards

Industry-specific regulations

Tax and financial reporting requirements

15.3 Amendment Requirements

This agreement may only be modified by:

Written amendment signed by both parties

Electronic acceptance of updated terms (with notice)

Legal requirements mandating changes

16. General Provisions

16.1 Entire Agreement

These Terms, together with your Service Agreement and Privacy Policy, constitute the complete agreement between the parties and supersede all prior negotiations, representations, or agreements.

16.2 Severability

If any provision is found invalid or unenforceable, the remainder of the agreement remains in full force and effect.

16.3 Assignment

HLT may assign this agreement in connection with business transfers

Client may not assign without prior written consent

Successors and assigns are bound by these terms

16.4 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

16.5 Notices

All notices must be in writing and delivered to:

Email: [email protected] (for HLT)

Registered mail to addresses in Service Agreement

Electronic delivery to designated contacts

16.6 Language

This agreement is executed in English. If translated into Thai, the English version shall control in case of conflict.

16.7 Counterparts

This agreement may be executed in counterparts, including electronic signatures, each of which constitutes an original.

17. Contact Information

Legal Department:
High Level Thai Co., Ltd.
Email: [email protected]
Phone: [Insert phone number]
Address: [Insert registered office address]

Customer Service:
Email: [email protected]
Phone: [Insert support number]
Hours: Monday-Friday, 9:00 AM - 6:00 PM (ICT)

Billing Inquiries:
Email: [email protected]
Phone: [Insert billing number]

Last Updated: January 1, 2025
Version: 1.0

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

These Terms and Conditions are available in both Thai and English. In case of any discrepancy between versions, the English version shall prevail unless Thai law requires otherwise.