Coggwoodx

These Terms and Conditions ("Terms") govern your use of the website located at coggwoodx.pro (the "Site") and any professional services provided by Cogwood ("we", "us", "our"). By using the Site or engaging our services, you confirm that you accept these Terms and agree to comply with them.

If you do not agree to these Terms, you must not use this Site or engage our services. These Terms apply in addition to any specific engagement letter or service agreement entered into between you and Cogwood.

In these Terms:

• "Client" means any individual, law firm, company, or other organisation that engages Cogwood for professional services.
• "Services" means the professional knowledge management services described on this Site, including Knowledge Inventory & Diagnostic, Taxonomy Build & Implementation, and Curation Coaching Cohort.
• "Deliverables" means any written reports, taxonomy documents, playbooks, workbooks, or other outputs produced by Cogwood under a service engagement.
• "Confidential Information" means any non-public information relating to a party's business, clients, or operations disclosed in connection with a service engagement.

You may use this Site for lawful purposes only. You agree not to:

• Use the Site in any way that breaches applicable laws or regulations in Hong Kong or elsewhere.
• Transmit any unsolicited or unauthorised advertising or promotional material.
• Knowingly transmit any data or material that is harmful, offensive, or technically damaging.
• Attempt to gain unauthorised access to any part of the Site or its related systems or networks.
• Reproduce, modify, or distribute content from the Site without our prior written consent.

We reserve the right to suspend or restrict access to the Site for any user who breaches these Terms.

Our Services are provided in accordance with a written engagement letter or service proposal agreed between Cogwood and the Client. These Terms apply to all such engagements unless expressly modified in writing.

The scope, timeline, and deliverables for each engagement are set out in the relevant proposal or letter. Any material change to scope requires written agreement from both parties.

We will perform Services with reasonable care and skill and in accordance with the standards generally expected of a professional knowledge management consultancy operating in Hong Kong. We are not a law firm and our Services do not constitute legal advice.

Our current service fees are listed on the Site and in engagement proposals. All fees are quoted in Hong Kong Dollars (HKD) unless otherwise stated.

Invoices are payable within 14 days of issue unless otherwise agreed in writing. We reserve the right to suspend Services if an invoice remains unpaid beyond the due date.

Fees do not include any applicable taxes. If any withholding or similar tax applies to a payment, the Client is responsible for the gross-up such that we receive the full invoiced amount.

We may revise our fee schedule for new engagements at any time. Fee revisions do not apply to ongoing engagements already confirmed in writing.

Each party agrees to keep the other party's Confidential Information strictly confidential and not to disclose it to any third party without prior written consent, except:

• Where disclosure is required by law, court order, or applicable regulatory authority.
• To professional advisers bound by equivalent obligations of confidentiality.
• Where the information is or becomes publicly available other than through a breach of these Terms.

Confidentiality obligations survive termination of an engagement for a period of three years.

All content on this Site — including text, design, graphics, and structure — is owned by or licensed to Cogwood and is protected by applicable intellectual property laws.

On full payment of applicable fees, the Client receives a non-exclusive licence to use the Deliverables produced for them for their internal business purposes. Cogwood retains ownership of all methodologies, frameworks, templates, and background intellectual property used or developed during an engagement.

You may not reproduce, copy, or extract Site content for commercial purposes without our express written permission.

To the fullest extent permitted by law, Cogwood's aggregate liability to a Client in respect of any engagement — whether in contract, tort, or otherwise — shall not exceed the total fees paid by the Client under that engagement in the twelve months preceding the relevant claim.

We are not liable for any indirect, consequential, incidental, or special loss — including loss of revenue, profits, data, goodwill, or business opportunity — even if we have been advised of the possibility of such loss.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

The Site and its content are provided on an "as is" basis. We make no representations or warranties, express or implied, regarding the accuracy, completeness, or fitness for purpose of any information on the Site.

We do not warrant that the Site will be uninterrupted, error-free, or free from viruses or other harmful components. You are responsible for implementing appropriate technical measures to protect your own systems.

Information on this Site is provided for general informational purposes and does not constitute professional, legal, or regulatory advice.

Either party may terminate a service engagement by providing written notice as specified in the relevant engagement letter. In the absence of such specification, a minimum of 14 days' written notice is required.

On termination, you remain liable for fees in respect of work completed or in progress at the date of termination. Cogwood will invoice for such work within 14 days of the termination date.

Provisions that by their nature survive termination — including confidentiality, intellectual property, and limitation of liability — shall continue in full force.

We handle personal data in accordance with the Personal Data (Privacy) Ordinance (Cap. 486) of Hong Kong and our Privacy Policy, which forms part of these Terms by reference.

Where we process personal data on behalf of a Client in the course of delivering Services, the parties will agree appropriate data handling arrangements in writing if required by applicable law.

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region.

Each party irrevocably agrees to submit to the exclusive jurisdiction of the courts of Hong Kong in respect of any dispute or claim arising under or in connection with these Terms or any service engagement.

We may revise these Terms at any time by updating this page. The revised Terms take effect from the date of publication. Your continued use of the Site after any revision constitutes acceptance of the updated Terms. For active engagements, material changes to service-related Terms will be communicated in writing and require mutual agreement.

If you have any questions regarding these Terms, please contact us:

Cogwood
9/F, 12 Stanley Street, Central, Hong Kong
+852 5821 6743
[email protected]