Of engagement.

1. The practice

Samaha & Co. ("the practice", "we", "us") is a private financial advisory practice operating in Beirut, Lebanon, led by Anthony Samaha as principal. We can be reached at anthony@samahaco.ltd or on WhatsApp at +961 71 073 321.

2. What we are, and what we are not

We provide private financial advisory. We sit with clients, understand their situation, and produce a written picture of the matter, the options, and the moves we would take.

We are not a bank, a broker, a custodian, a portfolio manager, or a regulated fiduciary. We do not hold client money. We do not have discretion over client accounts. We do not execute trades. We do not sell financial products of any kind.

We accept no commission, retrocession, kickback, referral fee, or other form of compensation from any third party in respect of advice given to a client. The only compensation we receive is the fee paid by the client for the work.

3. The engagement letter

Before any piece of work begins, we issue a written engagement letter setting out: the matter to be addressed, the scope of the work, the fee, the timeline, the deliverable, and any limits or assumptions. The engagement letter, once signed by both parties, governs the work along with these terms. If there is a conflict between an engagement letter and these terms, the engagement letter prevails for that engagement.

4. How we work

The work is scoped to the situation, in one of three forms:

A Session — one structured sitting on a single matter, with a written picture as the outcome. Quoted as a fixed fee.

An Engagement — a defined piece of work, with a beginning, a middle, and an outcome. Quoted as a fixed fee for the scope, or on a project basis where the work is materially time-driven.

A Retainer — an ongoing relationship across the year, with priority of attention as matters arise. Quoted as a monthly or annual fee.

5. Fees, invoicing, and payment

Fees are quoted in writing in the engagement letter, in United States dollars (USD) unless otherwise agreed. Fees are payable on the schedule set out in the engagement letter; for Sessions, in full on or before the sitting; for Engagements, half on commencement and the balance on delivery, unless agreed otherwise; for Retainers, monthly or annually in advance.

Out-of-pocket expenses incurred at the client's request (for example, third-party reports or specialist fees referenced in section 8) are billed at cost and only after prior written approval.

Late payment may, at our discretion, result in the suspension of work and the postponement of any deliverable, with prior written notice.

6. Cancellation, rescheduling, and termination

A Session may be rescheduled, free of charge, up to 24 hours before the appointed time. Within that window, the fee remains payable. Engagements and Retainers may be terminated by either party on the notice period set out in the engagement letter; fees for work performed up to termination remain due.

7. Confidentiality

Information you share with us in the course of an engagement is treated as confidential to the practice. We will not disclose it to any third party except: with your prior written consent; to service providers acting on our behalf and bound to confidentiality; or where disclosure is required by law, by a court of competent jurisdiction, or by a regulator with proper authority. The privacy notice (/privacy) sets out the detail.

You agree, in turn, that the contents of any written picture, engagement letter, or analytical materials we produce are confidential to you and your authorised advisers, and not to be republished, reproduced, or relied upon by any third party without our prior written consent.

8. Limits of advice

We give private financial advisory. We do not give legal advice, tax advice, notarial advice, accounting advice, or investment-management services. Where a matter touches on those areas, we refer to qualified specialists — and, with your consent, coordinate the work so that you receive a single, coherent picture.

Our advice is based on the information made available to us by the client and on conditions prevailing at the time the advice is given. We are not obliged to update advice for subsequent changes in circumstances unless the engagement letter explicitly says so.

9. No guarantee of outcome

Financial decisions involve risk. We commit to professionalism, diligence, and the application of judgement. We do not, and cannot, guarantee any particular financial outcome, return, or result. Past performance of any market, asset, or strategy is not indicative of future performance.

10. Independence and conflicts

Independence is a defining feature of the practice. We disclose, in writing, any actual or perceived conflict of interest before accepting an engagement. We decline engagements where a conflict cannot be managed in the client's interest.

11. Records and the client portal

Records of the work — the written picture for each engagement, and the maintained picture for retainer clients — are kept on systems we control. Clients may receive read-only access to a private portal at samahaco.ltd that displays these records as we produce them. The portal is informational; it does not transmit instructions and is not a channel for new advice.

12. Communications

WhatsApp is our primary channel for communication, including the sending of intake materials and confirmations. Email is used where the matter calls for a more formal record. We do not accept binding instructions through unsecured channels; material decisions are recorded in writing as part of the engagement.

13. Limitation of liability

Subject to applicable law, the practice's aggregate liability arising out of or in connection with any engagement — whether in contract, tort, or otherwise — is limited to the fees actually received by the practice for that engagement. We do not exclude or limit liability for fraud, wilful misconduct, or any other liability which cannot lawfully be excluded.

14. Governing law and jurisdiction

These terms, and any engagement letter referencing them, are governed by the laws of Lebanon. The competent courts of Beirut have exclusive jurisdiction over any dispute arising out of or in connection with them, save where the parties have agreed in writing to resolve a particular matter by arbitration.

15. Amendments

We may update these terms from time to time. The "last updated" date above will reflect any change. Material changes will be communicated to active clients on WhatsApp before they take effect for ongoing engagements.

16. Acceptance

By engaging the practice — by countersigning an engagement letter, by paying a fee, or by accepting a written picture — you accept these terms and the corresponding engagement letter.

These terms will be finalised with Lebanese counsel before public launch and reviewed periodically thereafter. Individual engagement letters take precedence over these general terms for the particular matters they govern.