Terms & Conditions

1. Definitions

In these Terms and Conditions, the following terms carry the meanings set out below:

"Agreement"

These Terms and Conditions, together with any applicable engagement letter or service order, form the basis of the relationship between you and Banyan Advisory.

"Services"

The advisory services offered by Banyan Advisory, including Due Diligence Coordination, Transaction Structuring & Negotiation Support, and Post-Merger Integration Advisory, as described on our website or in an engagement letter.

"We / Us / Our"

Banyan Advisory Pte. Ltd., a company incorporated in Singapore with its registered office at 50 Collyer Quay, #09-05, OUE Bayfront, Singapore 049321.

"You / User / Client"

Any individual, company, or entity accessing our website or engaging our Services.

"Content"

All text, data, materials, deliverables, reports, and documentation produced or provided in connection with the Services.

"Website"

The website accessible at banyanadv.biz and all associated pages.

2. Acceptance of Terms

By accessing our website or submitting an enquiry, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree with any part of these Terms, please do not use our website or proceed with an engagement.

You represent that you are at least 18 years of age and have the legal capacity to enter into a binding agreement on behalf of yourself or the organisation you represent.

These Terms apply to your use of the website and to any services formally engaged through an engagement letter, which will supplement and take precedence over these Terms in the event of any inconsistency specific to that engagement.

3. Service Description

Banyan Advisory provides legal advisory services in connection with mergers, acquisitions, and related corporate transactions. Our services include, but are not limited to:

• Due Diligence Coordination — management of legal due diligence processes for prospective acquisitions
• Transaction Structuring & Negotiation Support — advisory on legal structuring, document preparation, and negotiation attendance
• Post-Merger Integration Advisory — legal support through the post-completion integration phase

Services are subject to geographic scope and may be adjusted depending on the jurisdictions involved in a transaction. We operate primarily from Singapore and coordinate cross-border matters through our professional network.

Nothing on this website constitutes legal advice. Formal advisory engagement begins upon execution of an engagement letter.

4. Client Engagement

A formal advisory relationship is established only upon execution of a signed engagement letter by both parties. The engagement letter will specify the scope of services, fee arrangements, and applicable timelines.

We reserve the right to decline any engagement at our discretion, including where a conflict of interest exists or where the nature of the matter falls outside our service scope.

Account or client portal access, where applicable, is personal to you and must not be shared. You are responsible for maintaining the confidentiality of any login credentials.

5. User Responsibilities

In using our website and engaging our services, you agree to:

• Provide accurate, complete, and current information in all dealings with us
• Notify us promptly of any material changes to information previously provided
• Use our website and services only for lawful purposes
• Refrain from uploading, submitting, or transmitting any content that is fraudulent, misleading, or harmful
• Respect the intellectual property rights of Banyan Advisory and third parties
• Not attempt to access systems or data beyond your authorised scope

Prohibited Activities

You must not use our website or services to engage in any activity that violates applicable law, infringes third-party rights, or constitutes misrepresentation. We reserve the right to suspend access for any user in breach of these obligations.

6. Intellectual Property

All content on this website — including text, design elements, graphics, and methodologies — is owned by or licensed to Banyan Advisory and is protected by applicable intellectual property laws in Singapore and internationally.

Deliverables produced under a formal engagement are provided to you under a limited, non-exclusive, non-transferable licence for your internal business purposes in connection with the relevant transaction. Deliverables may not be reproduced, published, or distributed externally without our prior written consent.

Any materials, data, or documents you provide to us for the purpose of delivering services remain your property, subject to our right to retain copies as required for professional and regulatory compliance.

7. Fees & Payment Terms

Our indicative fees are stated in Singapore Dollars (SGD) and will be confirmed in the applicable engagement letter. Fees reflect the scope, complexity, and timeline of each matter and may be structured as fixed fees, time-based retainers, or milestone-based arrangements.

• Invoices are payable within 30 days of issue unless otherwise agreed
• Payment is accepted via bank transfer or such other means as stated in the engagement letter
• Late payment may attract interest at a rate of 1.5% per month on overdue balances
• All fees are exclusive of applicable taxes including GST, which will be charged at the prevailing rate

Refund Policy

Fees paid for advisory services are generally non-refundable once work has commenced. Where an engagement is terminated before completion, fees will be assessed on a pro-rata basis against the work performed to the date of termination. Any retainer amounts for unperformed work may be returned at our discretion and subject to the engagement letter terms.

8. Disclaimers

Our website is provided on an "as available" basis. While we take care in preparing content, we make no representations as to the accuracy, completeness, or currency of information published on the site.

No Legal Advice: Content on this website is for general informational purposes only and does not constitute legal advice specific to your circumstances. You should obtain formal legal counsel before acting on any information presented here.

No Specific Outcomes: Advisory services assist clients in navigating complex transactions, but we make no representation as to the outcome of any particular transaction or negotiation. Transaction success depends on numerous factors outside our control.

9. Limitation of Liability

To the extent permitted by applicable law, Banyan Advisory's aggregate liability to you arising from or in connection with these Terms or any engagement shall not exceed the total fees paid by you for the specific services giving rise to the claim in the twelve (12) months preceding the claim.

We shall not be liable for any indirect, consequential, special, or incidental loss, including loss of profits, business opportunity, or transaction value, even if we have been advised of the possibility of such loss.

Nothing in these Terms limits liability for fraud, gross negligence, or wilful misconduct on our part.

10. Termination

Either party may terminate an engagement by providing written notice in accordance with the engagement letter. We may terminate immediately where continued engagement would breach professional obligations, create a conflict of interest, or where instructions given are inconsistent with applicable law.

Upon termination, your right to use any materials or deliverables from the engagement remains subject to the terms of the engagement letter and any outstanding fee obligations must be settled. Provisions relating to intellectual property, confidentiality, limitation of liability, and dispute resolution survive termination.

11. Dispute Resolution

These Terms are governed by and construed in accordance with the laws of Singapore. Any dispute arising out of or in connection with these Terms or an engagement will first be subject to good-faith negotiation between the parties.

If a dispute is not resolved through negotiation within 30 days of written notice, the parties agree to submit the matter to mediation at the Singapore Mediation Centre before pursuing any other form of proceedings.

If mediation does not resolve the dispute, the parties submit to the non-exclusive jurisdiction of the courts of Singapore.

12. General Provisions

• Entire Agreement: These Terms, together with any engagement letter, constitute the full agreement between the parties on the subject matter covered and supersede prior discussions.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full force.
• Waiver: Our failure to enforce any provision shall not constitute a waiver of that provision or any other rights.
• Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights in connection with a business restructuring.
• Notices: Formal notices must be in writing and delivered to the addresses specified in the engagement letter or, in the absence of an engagement, to the contact details on this website.

13. Changes to These Terms

We may revise these Terms from time to time to reflect updates in our practices, services, or applicable law. Material changes will be indicated by an updated "Last Updated" date on this page.

For existing client engagements, the terms applicable at the time of engagement commencement will remain in force unless a variation is agreed in writing between the parties.

14. Contact

For questions relating to these Terms, please reach us at: