Legal — Terms
Terms & Conditions
GARUDA ADVISORY — LAST REVISED: JANUARY 2025
These Terms and Conditions apply to the use of this website and, where relevant, to enquiries and engagements with Garuda Advisory ("the practice", "we", "our"). Specific engagement terms — including scope, deliverables, fees, and timelines — are agreed separately through a written engagement letter before any substantive work begins. In the event of any conflict between these terms and an engagement letter, the engagement letter takes precedence.
§ I — Use of This Website
Website terms
This website is provided for informational purposes. The content on these pages describes our services and approach in general terms and does not constitute professional advice. Nothing on this website should be relied upon as a substitute for specific governance advice relevant to your particular circumstances.
We make reasonable efforts to keep the information on this website current and accurate, but we do not warrant that it is complete, free from error, or up to date at any given time. We may update, amend, or remove content without prior notice.
You may access and read this website for personal or professional reference. You may not reproduce, distribute, or republish any content from this website without our prior written agreement.
§ II — Enquiries and Pre-Engagement
Initial conversations and no-obligation discussions
Submitting an enquiry through our contact form, sending us an email, or calling us creates no contractual obligation on either side. An initial conversation is offered without obligation and is intended to help both parties assess whether an engagement may be appropriate.
Information shared during an initial conversation is treated as confidential by the practice and will not be shared with third parties or used for any purpose other than understanding the nature of your enquiry.
§ III — Engagements
Terms of engagement
All advisory engagements are initiated by a written engagement letter setting out, at minimum:
- The scope of the work and the deliverables the practice will produce.
- The fee, payment terms, and any provisions for out-of-pocket expenses.
- The expected timeline and the respective responsibilities of both parties.
- The basis on which either party may conclude the engagement early, and any financial implications of doing so.
Work begins only after the engagement letter has been agreed in writing by both parties. Verbal instructions to proceed do not constitute a binding agreement.
§ IV — Fees and Payment
Fee arrangements
Fees are as set out in the applicable engagement letter. Our three standard engagements carry fixed fees as published on this website; the engagement letter confirms the applicable fee and payment schedule.
Invoices are due for payment within the period specified in the engagement letter. Where payment is not received within that period, we reserve the right to suspend work until the account is brought current.
Fees do not include reimbursable expenses — for example, travel, accommodation, or printing costs — unless the engagement letter expressly states otherwise. Any anticipated reimbursable expenses will be discussed and agreed before they are incurred.
§ V — Confidentiality
Our confidentiality obligations
We treat all information received in the course of an engagement as confidential. This includes information shared in interviews, documents provided for review, and any observations or working notes produced during the engagement. We do not share confidential engagement information with any third party without your agreement, except where required by law or court order.
The written outputs we produce — memoranda, frameworks, and correspondence — are intended for the use of the client and its board. Their wider distribution is a matter for the client's discretion, though we ask to be informed if they are to be shared with a third party in a material context (for example, with a prospective investor or lender).
We expect equivalent confidentiality from the client with respect to our working methods, internal frameworks, and unpublished materials.
§ VI — Intellectual Property
Ownership of work product
Written outputs delivered to a client as part of an engagement — governance memoranda, effectiveness frameworks, and correspondence — may be used freely by the client for internal governance purposes. We retain the underlying intellectual property in any templates, methodologies, and analytical frameworks that we apply in producing those outputs.
We may draw on general learning from completed engagements in developing our own methodologies and training, provided that we do not use or reference any specific confidential client information in doing so.
§ VII — Limitation of Liability
Scope and limitation
Our advisory work is designed to support a board's own deliberations and decisions; it does not substitute for the board's judgement. We do not accept responsibility for decisions made by a board or management in reliance on our observations, however those decisions may turn out.
To the extent permitted by Thai law, our aggregate liability to a client in connection with any engagement is limited to the total fees paid under the applicable engagement letter.
We do not accept liability for indirect, consequential, or speculative loss of any kind.
§ VIII — Governing Law
Applicable law and jurisdiction
These terms and any engagement with the practice are governed by the laws of Thailand. Any dispute that cannot be resolved through direct discussion will be referred to the courts of Thailand, with Bangkok as the agreed venue for any proceedings.
§ IX — Amendments
Changes to these terms
We may revise these Terms and Conditions from time to time. The version published on this website at any given time reflects our current terms. Material revisions will be noted with an updated date. These terms do not affect the terms of any engagement letter already in force at the time of revision.
§ X — Contact
Correspondence
Questions about these terms may be directed to:
Garuda Advisory
45 New Phetchaburi Road, Makkasan, Ratchathewi, Bangkok 10400, Thailand