1. Acceptance of These Terms
These Terms of Service govern your access to and use of the website at https://www.wsengineer.lat and the services offered by W.S. Engineering Limited, a computer systems design and computer integrated systems design company. By accessing the website, by submitting a contact form, or by engaging us for any service, you agree to be bound by these Terms and by any additional terms that we agree with you in writing for a specific engagement.
Please read these Terms carefully before you use the website. If you do not agree with any part of these Terms, you should stop using the website and refrain from submitting any enquiry or engaging our services. Your continued use of the website after reading these Terms constitutes acceptance of them, to the fullest extent permitted by law.
These Terms form the general framework under which we operate. For each individual project, we also enter into a written proposal or statement of work that sets out the specific scope, deliverables, timeline, and fees for that project. Where there is a conflict between these Terms and a signed proposal, the signed proposal prevails for that engagement.
2. About the Company
W.S. Engineering Limited is a company engaged in computer systems design and related services within the professional, scientific, and technical services sector, with a focus on computer integrated systems design. The engineering practice that delivers our technical services is the developer WSEngineer, which operates as the engineering arm of the company.
Our registered business address is Rm D 8/F SKYLINE TWR, 18 TONG MI RD, Mong Kok, Hong Kong. You may contact us by email at help@wsengineer.lat or by telephone at +17658065693. References in these Terms to the Company, to us, or to our team mean W.S. Engineering Limited, including its employees, its contractors, and the engineering staff of WSEngineer acting within the scope of their authorised work.
These Terms apply whether you are a prospective client, an existing client, a supplier, a visitor to the website, or any other person who interacts with our company. Where these Terms refer to you or to the client, they mean the individual or the legal entity that engages us or uses the website, as applicable.
3. Eligibility
Our website and services are intended for business and professional use. By using the website, you confirm that you are at least eighteen years old and that you have the legal capacity to enter into binding agreements on behalf of yourself or, where applicable, the organisation that you represent.
If you submit an enquiry on behalf of a company or other legal entity, you confirm that you are authorised to represent that entity and to bind it to the agreements described in these Terms. We may ask you to provide evidence of your authority before we accept an engagement, and we may decline to work with any party at our discretion where we have reasonable grounds to do so.
The services that we offer are not available in any jurisdiction where their provision would be unlawful. If access to the website or use of our services is prohibited in the jurisdiction from which you are accessing them, you are responsible for complying with the laws of your own jurisdiction.
4. Scope of Services
W.S. Engineering Limited provides computer systems design, computer integrated systems design, and related engineering services. These services include system architecture design, integration engineering, automation engineering, data infrastructure design and management, security and compliance engineering, and managed operations. A detailed description of each service is available on the Services page of the website.
Every engagement is scoped individually. Before we begin work, we agree with you on the objectives, the deliverables, the milestones, the timelines, the assumptions, and the fees for the project. The agreed scope is recorded in a written proposal or statement of work, and any work performed outside that scope is quoted separately before we begin it.
We make every reasonable effort to deliver the agreed scope on time and within budget. However, the nature of engineering means that projects may be affected by factors outside our control, including changes in requirements, delays in decisions from the client, the availability of third-party systems, and unforeseen technical constraints. In such cases, we work with you to revise the plan in a transparent manner rather than cutting corners.
5. Proposals and Engagement
An engagement begins when you accept a written proposal or statement of work that we have provided to you. Acceptance may be indicated by your signature on the proposal, by your written confirmation by email, or by such other mechanism as the proposal itself specifies. No work is performed, and no fees are incurred, before an engagement has been accepted.
Proposals are prepared on the basis of the information that you provide to us during the discovery process. We rely on the accuracy and completeness of that information, and we will update our proposal if the information changes in a material way before work begins. A proposal that has not been accepted lapses after the period stated in the proposal, and we are free to revise our terms if you wish to proceed later.
Where a project is to be delivered in phases, each phase may have its own statement of work and its own acceptance criteria. Our obligation to commence a subsequent phase arises only after the preceding phase has been accepted and any applicable payment for that phase has been received.
6. Client Responsibilities
Successful delivery depends on a productive working relationship. As a client, you agree to provide us with timely access to the systems, information, and personnel that we reasonably need to perform the work. You agree to appoint a single point of contact who has the authority to make decisions and to provide approvals on behalf of your organisation.
You are responsible for the accuracy of the information you provide to us, including requirements, data, credentials, and any materials you supply for integration or migration. You are also responsible for ensuring that you have the lawful right to provide us with any data or third-party materials involved in the project, and for obtaining any consents required by applicable law.
Delays caused by a lack of response, missing information, or unresolved decisions on your side may affect the schedule and the cost of the project. If a delay of this kind occurs, we will notify you in writing and we will adjust the timeline accordingly. Where the delay substantially increases the cost of the work, we will agree any additional fees with you before we continue.
7. Fees and Payment
Fees for our services are set out in the applicable proposal or statement of work. Fees may be quoted as a fixed price for a defined scope or on a time and materials basis, as agreed for each engagement. Unless the proposal states otherwise, a proportion of the fees may be payable in advance, with the balance payable on completion or on agreed milestones.
Invoices are payable within thirty days of the invoice date unless a different term is agreed in writing. If a payment is overdue, we may suspend work on the affected project, charge interest at the rate permitted by applicable law, or both, after giving you notice of the overdue amount and a reasonable period to pay.
All fees are exclusive of any taxes, duties, or levies that may apply, which are payable by you in addition unless the proposal states otherwise. We may review our standard rates from time to time, but any rate change will apply only to work agreed after the change is communicated to you and will never affect the fees stated in an accepted proposal.
8. Intellectual Property Rights
The website, including its design, text, graphics, and code, is owned by W.S. Engineering Limited and WSEngineer and is protected by copyright, trademark, and other intellectual property laws. You may view and print pages from the website for your own internal business purposes, but you may not copy, reproduce, distribute, or create derivative works from any part of the website without our prior written permission.
For each project, ownership of the specific deliverables is agreed in the proposal. Generally, the client owns the final commissioned deliverables that are created specifically for the project, while we retain ownership of our pre-existing tools, methodologies, libraries, and templates that we use to produce those deliverables. Where a deliverable includes our proprietary materials, we grant you a perpetual, non-exclusive, royalty-free licence to use those materials as part of the delivered system for your own business purposes.
You grant us a licence to use any materials, data, and content that you provide to us for the purpose of performing the work, including reproducing and processing them within the project. This licence is limited to what is necessary to deliver the services and expires when the work is complete, except where the materials form part of a system that we operate for you.
9. Confidentiality
Both parties recognise that the successful delivery of engineering work requires the exchange of confidential information. Confidential information includes business plans, technical designs, source code, data, financial information, client lists, and any other information that is marked confidential or that would reasonably be understood to be confidential given its nature and the context of its disclosure.
Each party agrees to use the confidential information of the other party solely for the purpose of the engagement, to protect it with at least the same degree of care that it uses to protect its own confidential information, and to disclose it only to those of its personnel who have a genuine need to know and who are bound by confidentiality obligations. These obligations continue during the engagement and for a reasonable period after it ends.
The confidentiality obligations do not apply to information that is or becomes public through no fault of the receiving party, that was already known to the receiving party, that is received from a third party without obligation, or that must be disclosed to comply with the law. We may also refer to a successful engagement in our general marketing, such as describing the types of projects we have delivered, provided that we do not disclose your confidential information or identify you without your consent.
10. Warranties and Disclaimers
We warrant that the services will be performed in a professional and workmanlike manner, by suitably qualified personnel, and in accordance with the agreed scope and applicable industry standards. We warrant that, to the best of our knowledge, the deliverables we create will not infringe the intellectual property rights of any third party at the time of delivery.
Except as expressly stated in a proposal or in these Terms, the website and all services are provided on an as is and as available basis, without warranties of any kind, whether express or implied. We do not warrant that the website will be available at all times, that it will be free from errors or viruses, or that the services will meet every expectation you may have beyond the defined scope.
Technology is subject to change, and we cannot warrant that any system will operate without fault in every environment or that third-party components will remain compatible indefinitely. Where a defect is reported within the agreed warranty period, we will correct it or provide a workaround at no additional cost. The warranty period for deliverables is stated in the applicable proposal.
11. Limitation of Liability
To the maximum extent permitted by law, neither party shall be liable to the other for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of revenue, loss of data, loss of goodwill, or cost of substitute services, arising out of or in connection with these Terms or the services, even if the party has been advised of the possibility of such damages.
The total aggregate liability of each party arising out of or in connection with a project, whether in contract, tort, or otherwise, shall not exceed the total fees paid or payable by the client to us under the applicable proposal in the twelve months preceding the event giving rise to the claim. This cap does not apply to liability that cannot be limited by law, such as liability for fraud, death or personal injury caused by negligence, or breach of confidentiality obligations.
We are not liable for any loss caused by events outside our reasonable control, including failures of third-party systems, power outages, internet interruptions, natural disasters, or government action. We will, however, take reasonable steps to mitigate the impact of such events and to restore services as quickly as practicable.
12. Indemnification
You agree to indemnify and hold harmless W.S. Engineering Limited, WSEngineer, and their respective officers, employees, and contractors from and against any claims, losses, damages, liabilities, and expenses, including reasonable legal fees, arising out of or in connection with your use of the website, your breach of these Terms, your breach of applicable law, or your provision of data or materials to us that violate the rights of any third party.
The indemnification obligations cover claims that arise from content you provide to us, including claims that such content infringes intellectual property rights or violates privacy or data protection laws. We will notify you promptly of any claim that falls within this indemnification and will give you the opportunity to participate in the defence, provided that we remain entitled to control the defence of matters that affect our own professional reputation.
We will not be liable for any claim arising from the combination of our deliverables with products, data, or services not provided by us, if the claim would not have arisen but for that combination. This section does not limit any liability that cannot be limited by law.
13. Third-Party Products and Services
Many of our services involve the design and integration of systems that incorporate products and services supplied by third parties, such as cloud platforms, software licences, and hardware. Those third-party products remain subject to their own terms, licences, and warranties, which are provided by the relevant supplier and not by us.
We select third-party products that we consider suitable for the client needs we are asked to address, but we do not act as the reseller or licensor of such products unless separately agreed. You are responsible for complying with the applicable terms of any third-party product that we integrate on your behalf, and for any fees charged directly by the supplier.
When we operate third-party products as part of a managed services arrangement, we follow the supplier guidance for configuration, patching, and support. We cannot accept liability for defects, outages, or discontinuation of any third-party product that is outside our control, although we will work with you and the supplier to resolve issues and to identify alternatives where a product becomes unsupported.
14. Term and Termination
These Terms apply for as long as you use the website or have an active engagement with us. Either party may terminate an individual project by giving written notice in accordance with the termination provisions set out in the applicable proposal. Where the proposal does not specify a termination mechanism, either party may terminate the project with thirty days written notice.
Upon termination, the client is responsible for payment for all work completed up to the date of termination, including work in progress that can reasonably be invoiced. We will deliver to the client all completed deliverables and any work in progress in a form that allows the work to continue elsewhere, subject to payment of the outstanding fees.
We may suspend or terminate an engagement immediately if the client fails to pay amounts due, commits a material breach of these Terms or of a proposal and does not remedy the breach within fourteen days of notice, or becomes insolvent or subject to a winding-up or bankruptcy procedure. Termination does not affect any rights or obligations that have accrued before the date of termination.
15. Suspension and Downtime
Where we provide managed operations services, we may need to suspend or limit access to systems for planned maintenance, security patching, or upgrades. We schedule such maintenance at times that minimise disruption to your operations, and we give you reasonable advance notice whenever possible.
In an emergency, such as a security incident or a threat to the integrity of your data, we may suspend services immediately to protect your interests. We will notify you of the suspension as soon as practicable and will take all reasonable steps to restore service quickly while preserving the security of the environment.
Where an uptime service level applies, it is measured in accordance with the terms of the applicable agreement, and any credits for failure to meet the service level are calculated as set out in that agreement. Planned maintenance windows and downtime caused by events outside our reasonable control are excluded from uptime measurements.
16. Changes to These Terms
We may revise these Terms of Service from time to time to reflect changes in our business, changes in technology, or changes in legal requirements. When we make a material change, we will update the effective date at the top of this document and may provide additional notice on the website or by email.
If you continue to use the website or to engage our services after a revised version of these Terms is published, your continued use constitutes acceptance of the revised Terms. For existing engagements, the Terms in force at the time the engagement was accepted continue to apply unless we agree otherwise in writing.
We encourage you to review these Terms periodically. The version of these Terms that applies to you is the version that is current at the time of your use of the website or at the time of the relevant engagement, as applicable. If you have any question about a change, you may contact us for clarification before continuing to use our services.
17. Governing Law and Jurisdiction
These Terms and any engagement between you and W.S. Engineering Limited are governed by the laws of the Hong Kong Special Administrative Region of the People Republic of China, without regard to its conflict of law principles. This applies to all users of the website and to all clients, wherever they are located.
The parties submit to the exclusive jurisdiction of the courts of Hong Kong for the resolution of any dispute arising out of or in connection with these Terms or any engagement, except where the law of the client jurisdiction grants the client a mandatory right to bring proceedings in that jurisdiction.
If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, that provision is severed and the remaining provisions continue in full force and effect. The invalidity of one provision does not affect the validity of the rest of these Terms.
18. Dispute Resolution
The parties agree to attempt in good faith to resolve any dispute arising out of or in connection with these Terms through friendly consultation before commencing any formal proceedings. The senior management of both parties will engage in good faith discussions within thirty days of receiving a written notice of the dispute.
If the dispute is not resolved through consultation within the agreed period, the parties may agree to refer the dispute to mediation in Hong Kong before a mediator nominated by mutual agreement. Participation in mediation is voluntary, and if the parties do not agree on a mediator, or if mediation does not resolve the dispute, either party may proceed to litigation.
Nothing in this section prevents either party from seeking urgent injunctive or other equitable relief from a court where that is necessary to protect its rights, its confidential information, or its intellectual property.
19. Entire Agreement
These Terms, together with the applicable proposal or statement of work for each engagement, constitute the entire agreement between you and W.S. Engineering Limited in relation to the subject matter and supersede all prior discussions, representations, and agreements, whether written or oral.
No amendment to these Terms or to a proposal is effective unless it is made in writing and signed by authorised representatives of both parties. A waiver of any right or provision is effective only if it is made in writing, and no single waiver is a waiver of any other right or of the same right on a future occasion.
The headings in these Terms are for convenience only and do not affect the interpretation of the Terms. References to sections are references to sections of these Terms unless stated otherwise.
20. Contact Us
If you have any question about these Terms of Service, or about the services offered by W.S. Engineering Limited, please contact us and we will be pleased to help. We value clear communication and will respond to your enquiry as promptly as we reasonably can.
You may contact us by email at help@wsengineer.lat or by telephone at +17658065693. You may also write to us at our registered business address: Rm D 8/F SKYLINE TWR, 18 TONG MI RD, Mong Kok, Hong Kong. The official language for all correspondence and documentation is English.
Please keep a copy of any proposal or statement of work that you accept, as it records the specific terms of your engagement. If any detail in those documents appears inconsistent with these Terms, please raise it with us before work begins so that we can clarify the position in writing.