TERMS OF BUSINESS

for New and Existing Clients

The following terms and conditions, unless modified by any subsequent variation notified to you in writing, will apply to the provision of services rendered by Dason Raj & Partners to you. For the purpose of these Terms of Business, each matter involving our services provided to you is referred to as “Matter”.

1. Our Client

For the purposes of our appointment to act for you, the client is the person(s) or entity(-ies) identified in the Letter of Appointment. Our duty of care is to our client(s) as named in the Letter of Appointment and our advice is addressed only to our client(s). The contents of any legal advice provided by us are not to be disseminated to any third parties without our written consent first had and obtained.

2. The Scope of Our Engagement

The scope of our engagement in relation to each Matter will be agreed upon between the client(s) and Dason Raj & Partners from time to time. We will not undertake any other tasks unless specified in the Letter of Appointment or in any subsequent written instructions from the client(s) which we have agreed upon.

3. Additional Advisers

If we consider it necessary to instruct any additional advisers in the context of the Matter, we will first discuss with the client(s) in advance and obtain your agreement on their appointment as your additional adviser(s). Although we may instruct your additional advisers on your behalf, Dason Raj & Partners is only acting as the client(s)’ agent and the client(s) will be directly responsible for all the additional adviser(s)’ charges including their fees, services, disbursements, tax and any interest incurred. Further, Dason Raj & Partners will not be held liable for any acts, errors or omissions of the additional adviser(s).

4. Fees

• Our fees for professional services rendered in relation to a Matter will be agreed between the Client and Dason Raj & Partners from time to time.

In addition, we will be charging the client(s) the following reasonable expenses:

• printing, photocopying, binding, telephone calls, faxes as well as any non-legal work outsourced by us (e.g. bulk printing and binding); and
• time spent travelling for the purposes of the Matter.

In the course of acting for you, we may also incur expenses on your behalf. These expenses will be borne by you and may include:

• disbursements (i.e. third party expenses, for example, stamp duty, lodgement/registration fees, external search fees, court filing fees, transportation fees, courier and postage charges), business travel (or equivalent) expenses including daily outstation allowance which we have incurred; and
• costs and charges of counsel, experts, translators and accountants (or similar providers of services), whom we have engaged with your agreement to provide services on your behalf.

5. Funds to Account

• We would require funds to cover our costs or the costs of foreign lawyers or other professionals. When funds to account are requested, payment of those funds must be made in order for us to begin and/or continue acting for you.
• If for any reason the said funds are not provided, we may choose to cease our representation for you upon providing you with the appropriate notice.
• The funds will be kept in your client account with us. Any excess of funds in your account will be refunded to you after your full and final settlement of our bills / tax invoices.

6. Billing

• Our bill and/or tax invoice will include a description of the work undertaken.
• Our general practice is to issue our bills in Malaysian Ringgit. In the event that you would prefer your bill to be issued in any other foreign currency, we will use a fixed rate of exchange that will be specified at the time of billing.
• Please note, where relevant, international travel cost will be billed as and when the travel takes place, and not at the end of the Matter.

7. Interest and Taxes

• Unless otherwise agreed, full and final settlement of our bill / tax invoice should be settled within 3-7 days from the date of the same. We reserve the right to charge interest at 6% per annum on bills that are not paid within the said deadline.
• Unless exempted, goods and services tax is chargeable with respect to services performed by us, and is to be borne by you. Any and all taxes, duties or charges imposed under the laws of any jurisdiction other than Malaysia (if relevant) on any and all payments made to us and/or services rendered by us shall be to your account. Any payment pertaining to the aforesaid made by Dason Raj & Partners in advance will be reimbursed in full by the client(s).

8. Communication

Unless we receive instructions to the contrary, we will communicate directly with the individuals we consider appropriate, who we reasonably believe are involved in the Matter and may assist in the provision of our services.

9. Copyright

We retain the copyright and all other relevant intellectual property rights in our work.

10. Termination

You may terminate our instructions at any time by giving not less than seven days’ notice to us while we may terminate our appointment by giving not less than seven days’ notice to you. In either case, you remain responsible for our fees and expenses for work done up to the point of termination.

11. Money Laundering/Terrorism Financing

We are subject to Malaysian and other applicable law and regulation on money laundering and terrorism financing. In order to fulfil our obligations under the law, we may ask you to provide us with verification of your identity (and, where relevant, the identity of your officers) and/or other relevant information (including evidence of source and ownership of funds), both at the outset of our relationship with you and at various time throughout our relationship, which you agree to supply to us promptly on request.

12. Third Party

A person who is not a party to the agreement constituting our engagement (the Letter of Appointment) has no right to enforce any part of our engagement.

13. Malaysian Courts

These Terms and Conditions are subject to the Laws of Malaysia and the courts of Malaysia have jurisdiction to settle any disputes which may arise out of or in connection with any agreement adopting these Terms and Conditions.

14. Conflict Checks

• We have strict procedures designed to prevent acting for one client in a matter where there is significant risk of, or is a conflict of interest with another client’s matter. Upon receipt of information regarding prospective matters, entry of relevant date into our practice management system prompts a check for potential clients.
• In order to allow us to conduct this conflict check, it is important that you identify and communicate to us all persons and entities that are or may become involved in the Matter. If you are aware, or become aware, of a possible conflict, please raise it immediately with the solicitor in charge of the Matter. If a potential conflict arise, you agree that the decision lies in the hands of Dason Raj & Partners, taking into account legal constraints, applicable professional rules, your interest and wishes, on whether we should act / continue to act for you.
• In certain cases, we may have more than one client actually or potentially interested in the same subject matter (for example, clients interested in the acquisition of a company being put up for sale by auction). In such cases, you agree that we are free to act for more than one client in relation to the same matter, subject to us maintaining client confidentiality in respect of each client for whom we wish to act.

15. Confidentiality

We will respect the confidential nature of any information that we receive from you and your advisers while acting for you and will not disclose any such information to anyone without you prior consent, except in the following circumstances:

• pursuant to your instructions;
• where we are required to do so by applicable law or regulation, or professional rules or guideline applicable to us or by order of a competent court anywhere in the world; and
• to anyone (including your advisers, professional or otherwise including contractors or third party providers engaged by us on your behalf) where we consider that it is appropriate for that person to know such confidential information in order to assist in the conduct of the Matter.

16. Service Quality

If you are dissatisfied with any element of our service, please do not hesitate to contact Mr. Dason Raj who will be happy to discuss the matter with you and if appropriate, initiate our client complaints procedure.