Terms & Conditions

1. Definitions

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

• "Agreement" means these Terms and Conditions together with any engagement scope document agreed between the parties.
• "Service" means any advisory service provided by Durian Advisory, including board advisory, regulatory filing support, and compliance audit services.
• "We/Us/Our" means Durian Advisory, a professional advisory practice operating from 77 Robinson Road, #20-03, Robinson 77, Singapore 068896.
• "You/Client" means the individual, company, or organisation engaging our services or using our website.
• "Deliverable" means any document, report, charter, or other output produced by us as part of a Service.
• "Engagement Scope" means the written document setting out the agreed scope, timeline, deliverables, and fee for a specific engagement.

2. Acceptance of Terms

By using this website or engaging our services, you confirm that you have read and understood these Terms and Conditions and agree to be bound by them. If you are entering into an engagement on behalf of an organisation, you confirm that you have authority to bind that organisation.

Our services are available to organisations and individuals aged 18 and over with capacity to enter into binding agreements. We reserve the right to decline engagements at our discretion without being required to provide a reason.

3. Service Description and Availability

Durian Advisory provides corporate governance advisory, regulatory filing support, and compliance audit services focused on Singapore's corporate regulatory environment. Services are described on our website for general information purposes; the specific scope of any engagement is governed by the Engagement Scope document agreed in writing before work commences.

Our services are available to Singapore-incorporated entities and organisations with Singapore regulatory obligations. Services may be provided remotely or through meetings at our office. Service availability is subject to our capacity at the time of enquiry.

4. Engagement Process

All engagements are subject to the following process:

1. An initial enquiry or consultation to assess whether and how we can assist
2. Agreement of a written Engagement Scope, including deliverables, timeline, and fee
3. Commencement of work upon written confirmation and, where applicable, receipt of an advance payment
4. Delivery of agreed Deliverables and post-engagement clarification period

No engagement is created by an enquiry, website contact, or initial conversation. An engagement is created only upon written agreement of an Engagement Scope.

5. Client Responsibilities

To enable timely and accurate delivery of our services, you agree to:

• Provide accurate and complete information relevant to the engagement
• Respond to requests for information, review, and approval within agreed timelines
• Notify us promptly of any material changes to your organisation's circumstances that may affect the engagement
• Not use Deliverables for purposes outside the scope of the relevant engagement without our prior written consent
• Maintain confidentiality regarding our advice and Deliverables where professional discretion requires

We are not responsible for delays or inaccuracies in Deliverables resulting from incomplete, inaccurate, or late provision of information by you.

6. Intellectual Property

All Deliverables produced under an engagement remain the intellectual property of Durian Advisory until full payment has been received, at which point a limited, non-exclusive licence to use the Deliverable for the client's internal purposes is granted. This licence does not permit the Deliverable to be reproduced for commercial sale, distributed to third parties other than those directly relevant to the engagement, or modified without our consent.

Website content, including text, structure, and visual design, is the property of Durian Advisory and may not be reproduced without permission.

7. Fees and Payment

Fees for each engagement are set out in the Engagement Scope document. Published starting rates on our website are indicative of minimum engagement costs and are subject to confirmation based on scope and complexity. All fees are quoted in Singapore Dollars (SGD) and are exclusive of applicable taxes unless stated otherwise.

Payment terms are as set out in the Engagement Scope. Where an advance payment is required, work will not commence until that payment is received. Overdue amounts may attract a late payment charge of 1.5% per month on the outstanding balance.

Fee changes arising from scope amendments are discussed and agreed in writing before additional work proceeds.

8. Disclaimers

Advisory services are provided based on information available at the time of the engagement and in accordance with Singapore law and regulatory guidance as it stands at the date of delivery. We are not responsible for the impact of legislative or regulatory changes occurring after delivery of a Deliverable.

Our advice and Deliverables do not constitute legal advice. For matters requiring legal advice, you should engage a licensed Singapore advocate and solicitor. We do not make representations as to specific regulatory outcomes, including decisions by ACRA, MAS, SGX, or other authorities.

Website content is provided for general information only and does not constitute professional advice or create an advisory relationship.

9. Limitation of Liability

Our liability to you in connection with any engagement is limited to the fees paid by you for the relevant engagement. We are not liable for indirect, consequential, or special losses, including loss of business, loss of revenue, or regulatory fines, even where such losses were foreseeable.

Nothing in these Terms limits liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation.

10. Confidentiality

We treat all client information as confidential and will not disclose it to third parties except as required by law, regulation, or professional obligation, or where disclosure is necessary to deliver the agreed service and is authorised by you. This obligation of confidentiality continues after completion of an engagement.

11. Termination

Either party may terminate an engagement by written notice if the other party materially breaches these Terms and fails to remedy the breach within fourteen days of written notice. We may also suspend or terminate an engagement where you fail to provide information or approvals necessary for us to proceed within agreed timelines.

On termination, fees are payable for all work completed up to the date of termination. Deliverables produced to that point will be provided on receipt of payment for completed work.

12. Governing Law and Disputes

These Terms and Conditions are governed by and construed in accordance with the laws of Singapore. Any disputes arising from or in connection with these Terms or an engagement shall first be subject to informal resolution through good-faith discussion between the parties. If informal resolution fails within thirty days, disputes shall be referred to the Singapore Mediation Centre before any court proceedings are commenced.

The courts of Singapore have non-exclusive jurisdiction over any disputes not resolved through mediation.

13. General Provisions

These Terms, together with the relevant Engagement Scope document, constitute the entire agreement between us in respect of each engagement and supersede all prior discussions and representations. If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full force. A failure to enforce any right under these Terms does not constitute a waiver of that right.

14. Changes to These Terms

We may update these Terms from time to time. Changes are effective upon posting to this page, which will reflect an updated "Last Updated" date. Continued use of our website or services following such changes constitutes acceptance of the updated Terms.

15. Contact

For legal enquiries, contract questions, or matters arising under these Terms:

• Email: [email protected]
• Address: Durian Advisory, 77 Robinson Road, #20-03, Robinson 77, Singapore 068896
• Telephone: +65 6431 7258