Terms & Conditions

1. Definitions

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

• "Juara Partners," "we," "us," "our" — refers to Juara Partners, an advisory practice with a principal office at Level 19, Menara TH Selborn, 153 Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia.
• "Client," "you," "your" — the individual, company, or entity that engages our services or uses this website.
• "Engagement" — a specific advisory mandate accepted by us and documented in a scope letter or engagement letter.
• "Services" — the advisory, structuring, drafting, and transaction support services described on this website and elaborated in any engagement letter.
• "Deliverable" — any written output, document, report, memorandum, or advice produced by us in the course of an Engagement.
• "Website" — this site at www.juarapart.live and its associated pages.

2. Nature of Our Services

Juara Partners provides transactional advisory services in connection with mergers, acquisitions, divestments, and corporate restructurings in Malaysia. Our work is oriented toward structuring, documentation, and transaction management. The following applies to the character of our engagement:

• We do not practise as advocates and solicitors and do not provide regulated legal advice or legal representation. Where legal advice is required — including opinion on enforceability, litigation risk, or court proceedings — we will direct you to appropriately qualified counsel.
• We do not provide tax advice and do not hold a licence to do so. We may assist in framing tax questions and coordinating with your tax advisers, but we are not responsible for any tax outcome.
• We do not provide financial planning, securities, or capital markets advice in a regulated capacity unless separately disclosed and licensed to do so at the time of engagement.
• Our services are transaction-advisory in nature. Conclusions and recommendations in our Deliverables are based on information you supply and documents made available to us. Their accuracy depends on the completeness and correctness of that information.

3. Engagement Process

Each engagement proceeds as follows:

• Initial enquiry — You may contact us through this website or by telephone. No advisory relationship exists until we have issued and you have accepted a scope letter.
• Scope letter — We will issue a scope letter setting out the specific deliverables, timeline, fees, and any conditions applicable to that engagement. The scope letter forms part of the contract between us, together with these Terms.
• Acceptance — An engagement is accepted when you countersign the scope letter or make the commencement payment specified in it, whichever occurs first.
• Changes to scope — If the scope of work changes materially during an engagement, we will issue a revised or supplementary scope letter. We are not obliged to proceed with out-of-scope work without agreed documentation of the variation.
• Information obligations — You are responsible for providing accurate, complete, and timely information and documents. We are entitled to rely on what you provide without independent verification unless expressly agreed otherwise.

4. Fees and Payment

Our fee structure for each service type is set out on this website and confirmed in the relevant scope letter. The following general terms apply:

• Fees are quoted in Malaysian Ringgit (RM) and are exclusive of any applicable Sales and Service Tax (SST) unless otherwise stated.
• A commencement retainer is payable on acceptance of the scope letter and before substantive work begins. The amount and proportion are stated in each scope letter.
• Where a scope letter provides for staged billing, invoices become payable within fourteen (14) days of issuance unless the scope letter specifies otherwise.
• We reserve the right to pause work on an engagement where invoices remain outstanding beyond their due date, without prejudice to any accrued fees.
• Out-of-pocket expenses (filing fees, courier costs, notarisation, travel where agreed in advance) are billed at cost with supporting documentation and are not included in our advisory fees unless expressly stated.
• If an engagement is terminated by either party prior to completion, fees are payable for work performed to the date of termination at the rate implied by the scope letter fee structure. Any unearned portion of a retainer paid in advance will be returned after deduction of fees earned.

5. Scope and Limitations

Our Deliverables are prepared for the purpose stated in the scope letter and for your internal use in connection with the specific transaction described therein. The following limitations apply:

• Deliverables may not be relied upon by third parties (including counterparties, financiers, or co-investors) without our prior written consent and, where appropriate, a reliance letter.
• Deliverables should not be used for a purpose, transaction, or context other than that for which they were prepared without discussion with us regarding whether they remain appropriate.
• Our due diligence reports identify material findings from the documents and information made available to us. They are not a representation that the disclosed matters are complete or that undisclosed matters do not exist.
• Transaction timelines, regulatory outcomes, and counterparty behaviour are outside our control. We do not accept responsibility for delays or outcomes attributable to third parties or regulatory authorities.
• We will exercise reasonable professional skill and care in performing our services. We do not warrant any particular transaction outcome, nor do we accept responsibility for commercial decisions made by you on the basis of our advice.

6. Confidentiality

Both parties acknowledge the sensitive nature of transactional work. The following applies to confidentiality:

• We treat all information you provide in the course of an engagement as confidential. We do not disclose it to third parties except as necessary to perform the services (for example, in coordinating with your other advisers with your authorisation) or where required by law.
• Where we engage specialist sub-advisers or external resources in connection with your engagement, we will ensure appropriate confidentiality obligations are in place.
• We may refer to completed transactions in general terms for marketing or business development purposes (for example, "Advised vendor in business transfer in the food manufacturing sector, completed March 2025") without identifying the parties or disclosing commercially sensitive details, unless you request otherwise in writing.
• Your obligation of confidentiality — in relation to advice, Deliverables, and any information about our methodologies or internal processes — survives termination of the engagement.

7. Intellectual Property

The following applies to intellectual property in the context of our services:

• All materials, templates, methodologies, and know-how developed by us prior to or independently of any engagement remain our property.
• Deliverables prepared specifically for your engagement vest in you upon full payment of the fees for that engagement. Until then, Deliverables remain our property and are provided under a limited licence for your internal use in connection with the transaction.
• You may not reproduce, commercialise, or distribute Deliverables to third parties other than as permitted under the scope letter or these Terms.
• All content on this Website — including text, design, structure, and branding — is the property of Juara Partners and may not be reproduced without written permission.

8. Liability

Our liability to you in connection with any engagement is subject to the following:

• Our aggregate liability in respect of any engagement shall not exceed the total fees paid by you for that specific engagement.
• We are not liable for indirect, consequential, or economic loss, including loss of profit, loss of a transaction, or loss of opportunity, even where we have been advised of the possibility of such loss.
• We are not liable for losses arising from your failure to provide accurate or complete information, from decisions made by you without following our written recommendations, or from the acts or omissions of third parties over whom we have no control.
• Nothing in these Terms limits or excludes liability for fraud, gross negligence, or wilful misconduct.
• The limitations in this clause apply to the maximum extent permitted by Malaysian law.

9. Anti-Money Laundering and Compliance

We are subject to applicable Malaysian anti-money laundering and counter-terrorism financing regulations. Accordingly:

• Before accepting an engagement, we will conduct client identification and verification procedures, including collection of identification documents for individuals and constitutional and registration documents for corporate entities.
• We may request supporting information about the source of funds or the background of a transaction where our obligations require it. This is a standard part of onboarding and does not reflect a judgment about any particular client.
• We are obliged to report suspicious transactions or activities to the relevant authorities without notifying you where the law so requires.
• We reserve the right to decline an engagement or withdraw from an existing engagement if compliance requirements cannot be met or if, in our reasonable judgment, proceeding would put us in breach of applicable law.

10. Website Use

Your use of this Website is subject to the following terms:

• This Website is provided for general information purposes. Nothing on this Website constitutes advisory, legal, or financial advice or creates an engagement relationship.
• We make reasonable efforts to keep the information on this Website current, but we do not warrant the accuracy or completeness of any content. Information on this Website may be updated or withdrawn without notice.
• Links to third-party websites are provided for convenience only. We are not responsible for the content or practices of third-party sites.
• You may not use this Website in a manner that is unlawful, harmful, or likely to bring Juara Partners into disrepute. You may not attempt to gain unauthorised access to any part of the Website or its underlying systems.
• We use cookies and analytics tools on this Website in accordance with our Cookie Policy. You may manage your preferences at any time via the cookie settings on the Website.

11. Governing Law and Dispute Resolution

The following applies to governing law and disputes:

• These Terms and any engagement between us are governed by the laws of Malaysia.
• Any dispute arising out of or in connection with an engagement that cannot be resolved by discussion shall be referred to mediation before any court proceedings are initiated, unless urgent relief is required.
• The courts of Malaysia shall have non-exclusive jurisdiction over any disputes not resolved by mediation.
• Nothing in this clause prevents either party from seeking interim or injunctive relief from a court of competent jurisdiction.

12. Amendments and Contact

We may update these Terms from time to time. The current version will always be available at www.juarapart.live/terms-conditions.html. Material changes will be noted by an updated "Last Updated" date at the top of this page. Continued use of our services or this Website after an update constitutes acceptance of the revised Terms.

For questions about these Terms, you may contact us at: