Modulo currently operates as an unregistered trading name. Before public launch, these pages must identify the responsible individual or individuals, include a contact address and effective date, confirm DPO status, and be reviewed by qualified Thai legal counsel.
These Terms describe how the Modulo Website may be used and the framework that applies when a Client engages Modulo for professional services.
1. Introduction and acceptance
These Terms govern access to modulo-web.com and the provision of design, development, SEO, branding, marketing, maintenance, automation and training services by the team operating under the Modulo trading name. By using the Website or accepting a quotation, proposal or statement of work, you agree to these Terms.
Electronic acceptance, records and signatures may be legally effective under Thailand’s Electronic Transactions Act B.E. 2544 (2001). The full legal identity and contact address of the responsible individual or individuals must be inserted before publication.
2. Definitions
Client means the person or entity engaging Modulo. Deliverables include the websites, design, code, copy, graphics, strategy, reports, templates and automation created under an Engagement. Client Materials are supplied content, data, assets and credentials. Modulo Background IP includes pre-existing or independently developed systems, tools, know-how and components. Third-Party Services include Webflow, hosting, domains, plugins, fonts, stock assets, analytics, advertising and payments.
3. Eligibility and authority
You represent that you are at least 20 years old or have the required guardian consent and legal capacity under Thai law. Anyone accepting these Terms for an organisation represents that they are authorised to bind it.
4. Permitted use of the Website
Modulo grants a limited, revocable and non-transferable right to use the Website for lawful personal or internal business purposes.
- Do not access systems without authorisation or bypass security.
- Do not introduce malware, overload infrastructure, scrape content, reverse-engineer the Website or remove proprietary notices.
- Do not submit unlawful, misleading, infringing or privacy-violating material, impersonate others or send unsolicited commercial messages.
5. Website intellectual property
Website text, graphics, logos, images, layouts, look and feel, code and Modulo marks belong to Modulo or its licensors and are protected by applicable copyright and trademark law. Client portfolio materials remain the property of their respective owners and are displayed with permission.
6. Enquiries and submitted information
A contact-form submission does not create a contract or oblige Modulo to accept an enquiry. Information supplied must be accurate, complete and lawful. Do not submit another person’s Personal Data without a lawful basis or send confidential information through the general contact form.
Feedback may be used by Modulo under the broad licence described in the supplied draft. This clause should be reviewed before publication.
7. Quotations and formation of an Engagement
Website prices and informal figures are indicative only. A binding scope is issued in a written quotation, proposal or statement of work. An Engagement begins on written acceptance or payment of the required deposit, whichever occurs first.
The signed master agreement, accepted SOW or quotation, these Terms, and other referenced documents apply in that priority order. The quotation validity period must be confirmed before publication.
8. Scope, revisions and changes
Modulo will provide the Services with reasonable skill and care according to the accepted scope. Anything not expressly included is outside scope. Revision allowances follow the applicable package or SOW. Direction changes and additional work may affect fees and timing and must be agreed in writing.
The supplied draft proposes deemed approval after seven business days without a response; this period requires confirmation before publication.
9. Client responsibilities and delays
The Client must provide timely and lawful materials, feedback, approvals, access and subscriptions; nominate an authorised point of contact; comply with third-party terms; maintain a lawful basis for supplied Personal Data; and pay fees when due.
Client-caused delay extends schedules and may lead to rescheduling, invoicing for work completed or a remobilisation charge. The inactivity period and fee must be confirmed in the SOW or before publication.
10. Fees, tax and payment
Fees are stated in Thai Baht and exclude VAT where applicable. Eligible Thai juristic persons may withhold tax as required and must provide the certificate. Third-party expenses are excluded unless expressly included.
The supplied draft proposes a 50% non-refundable deposit, seven-day invoice terms, milestone or monthly billing for longer work, monthly advance billing for retainers, and rights to charge lawful interest, suspend work and withhold transfer while sums remain unpaid. These commercial choices require final approval and legal review.
11. Third-Party Services
Deliverables may depend on Webflow, hosting, domain registrars, plugins, APIs, fonts, advertising and other providers governed by their own terms. Modulo is not responsible for a provider’s availability, security, pricing, changes, discontinuation or account actions to the extent permitted by law. Third-party licences do not transfer unless expressly agreed.
12. Intellectual property in Deliverables
After full payment, rights in final Deliverables created specifically for the Client are assigned as set out in the Engagement. Modulo Background IP, third-party materials, rejected concepts, preliminary work and working files remain excluded unless expressly agreed.
Clients receive a licence to use embedded Background IP for their own business. Modulo may place a discreet credit and use approved work, client names and logos in portfolios and marketing unless otherwise agreed or withdrawn in writing. The Client warrants that supplied materials do not infringe third-party rights.
13. Recurring services
Maintenance, retainers and other recurring services follow the minimum term and renewal rules in the SOW. Unused hours do not carry forward unless agreed. Services may be suspended for overdue payment or legal and platform compliance issues.
On termination, paid migration assistance may be available and Client data may be deleted after the confirmed retention period, subject to legal obligations and the Privacy Policy.
14. Cancellation, refunds and consumer rights
A Client may cancel in writing but remains responsible for completed and in-progress work, committed third-party costs and the agreed non-refundable deposit. Modulo may terminate for unremedied material breach, insolvency or where continuing would be unlawful or unethical.
Bespoke work already performed is generally non-refundable. Any agreed refund follows the stated payment method and timeframe. Nothing excludes mandatory rights under applicable Thai consumer and unfair-contract legislation.
15. Confidentiality and Personal Data
Each party must protect non-public business, technical, customer and credential information and use it only for the Engagement, subject to standard public-domain, prior-knowledge, independent-development and legally compelled disclosure exceptions.
Privacy processing is governed by the Privacy Policy. Where Modulo acts as a processor for Client-controlled data, the parties will enter a Section 40-compliant Data Processing Agreement. The general confidentiality period requires confirmation; trade secrets and Personal Data remain protected as required.
16. Service warranty
Modulo warrants reasonable skill and care and material conformity with the accepted specification for the warranty period stated in the SOW. The proposed 30-day correction period and available remedies require final confirmation.
17. Disclaimers
To the extent permitted by law, Website content is provided as available and does not guarantee uninterrupted operation, identical display across every device, search rankings, traffic, conversion, revenue or other commercial results. General Website information is not legal, tax, financial or other professional advice. Clients remain responsible for backups and their own account security unless included in scope.
18. Limitation of liability
Nothing limits liability that cannot lawfully be limited, including applicable liability for fraud, wilful misconduct, gross negligence, personal injury or intellectual-property infringement. Subject to mandatory law, the supplied draft excludes certain indirect and commercial losses and proposes an aggregate cap tied to fees paid in the preceding 12 months.
The proposed THB 5,000 cap for non-client Website users and one-year claim-notification period require qualified Thai legal review before publication.
19. Client indemnity
The supplied draft requires the Client to protect Modulo against claims arising from unlawful or infringing Client Materials, breach of these Terms or law, post-handover modifications, and products or services offered through a system Modulo builds. The scope and enforceability of this clause require legal review.
20. Events beyond reasonable control
Neither party is responsible for delay caused by events outside reasonable control, except payment obligations already due. The affected party must notify the other and mitigate the impact. The proposed right to terminate after 60 days requires final confirmation.
21. Duration and survival
These Terms apply from first access to the Website and throughout each Engagement. Provisions that by nature should continue—including intellectual property, confidentiality, privacy, liability and general terms—survive termination.
22. Non-solicitation
The supplied draft proposes that a Client will not directly solicit Modulo personnel who worked on an Engagement during the project and for 12 months afterwards, while preserving general public recruitment. This period and enforceability require legal confirmation.
23. Notices and electronic communications
Formal notices must be sent to the addresses stated in the SOW or by email to modulo.incservice@gmail.com. The draft treats an email as received on the next business day where no failure notice is returned. Parties consent to electronic records and signatures in accordance with applicable Thai law.
24. General provisions
The SOW, these Terms and the Privacy Policy form the entire agreement. Changes affecting an existing Engagement require the agreed process. Standard provisions address assignment, subcontracting, absence of partnership, third-party rights, severability and waiver.
The prevailing language between Thai and English must be selected before publication.
25. Governing law and disputes
These Terms are governed by the laws of the Kingdom of Thailand. The parties will first attempt good-faith negotiation for the confirmed period before submitting unresolved disputes to the appropriate courts in Thailand, subject to mandatory consumer rights.
The optional Thai Arbitration Institute provision has not been selected and must not be published unless Modulo chooses arbitration with legal advice.
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