Legal agreement governing the use of Afri-Conseil & Associates services and templates
In these Terms of Service ("Terms"):
Afri-Conseil provides legal templates, bespoke contract drafting, contract review and markup, legal opinions, KYC and compliance reviews, and retainer advisory services for companies operating in Africa's extractive industries (mining, oil and gas).
Services are available in both English law/LCIA and OHADA/ICC frameworks with bilingual capability in English and French.
All Services are provided on a strictly confidential basis and subject to professional legal privilege.
Upon receipt of full payment, Afri-Conseil grants the Client a non-exclusive, non-transferable licence to use purchased Templates for:
The Client may NOT:
All intellectual property in the Templates remains the exclusive property of Afri-Conseil.
Fees for Services are as stated on the website at the time of quotation or purchase, presented in USD unless otherwise agreed.
Payments must be made via the methods specified during checkout (credit card, bank transfer, or approved payment processor). All fees are non-refundable except at Afri-Conseil's sole discretion. Currency conversions are at the applicable rate at the time of transaction.
Afri-Conseil retains all intellectual property rights in:
The Client owns intellectual property in the specific information and data provided by the Client for use in custom deliverables. Afri-Conseil retains the right to use general knowledge, templates, and techniques developed during the engagement.
To the maximum extent permitted by law:
Nothing in these Terms limits Afri-Conseil's liability for gross negligence, willful misconduct, fraud, or breaches of confidentiality obligations.
Both parties agree to maintain strict confidentiality regarding:
Exceptions to confidentiality obligations include disclosures required by law, court order, or regulatory authority, and disclosures to Afri-Conseil's professional advisors (accountants, insurers) on a need-to-know basis with confidentiality obligations.
Templates are provided on a confidential basis and remain Afri-Conseil's proprietary work product.
Afri-Conseil processes personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Protection of Personal Information Act 2013 (South Africa), as applicable.
Personal data collected during Service delivery (name, email, organisation, transaction details) is used to:
Data is retained for the duration of the engagement plus 7 years for legal compliance. Clients have rights to access, rectification, and erasure as set out in our Privacy Policy. Data is not shared with third parties except as required by law or for service delivery (e.g. payment processors, email providers).
All Templates and Services include comprehensive anti-corruption and anti-bribery provisions. By engaging Afri-Conseil, the Client represents and warrants that:
Afri-Conseil reserves the right to decline or terminate Services if the Client fails to meet these representations or if regulatory or sanctions concerns arise.
Afri-Conseil complies with all applicable sanctions regimes including OFAC (US), FCDO (UK), and EU sanctions lists. The Client agrees not to use Templates or Services in connection with any sanctioned country, entity, or person. Afri-Conseil reserves the right to terminate Services immediately if sanctions concerns arise.
By the Client: The Client may terminate Services for convenience by providing 30 days' written notice. Upon termination, the Client remains liable for fees accrued through the termination date.
By Afri-Conseil: Afri-Conseil may terminate Services immediately if:
Upon termination, all outstanding fees remain due, and the Client's licence to use Templates ceases.
These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles. The Client consents to the exclusive jurisdiction of the courts of England and Wales, except that Afri-Conseil may seek injunctive relief in any court of competent jurisdiction.
Any dispute arising from these Terms or the Services (excluding injunctive relief for breach of confidentiality or intellectual property) shall be resolved by arbitration administered by the London Court of International Arbitration (LCIA).
Each party shall bear its own costs, and costs of arbitration shall be split equally unless the arbitral tribunal awards costs otherwise.
Afri-Conseil maintains professional indemnity insurance covering Services delivery. The Client may make claims under Afri-Conseil's insurance policy as its beneficiary.
Afri-Conseil provides Services on an "as is" basis. Afri-Conseil makes no warranty that:
All implied warranties are disclaimed to the maximum extent permitted by law.
Entire Agreement: These Terms constitute the entire agreement between the parties and supersede all prior understandings, whether written or oral.
Amendment: Afri-Conseil may amend these Terms at any time. Changes are effective upon posting to the website. Continued use of Services constitutes acceptance of amendments.
Severability: If any provision is found to be invalid or unenforceable, that provision shall be severed and the remaining Terms shall remain in full force and effect.
Waiver: No waiver of any provision shall be effective unless in writing signed by an authorised representative of Afri-Conseil.
Relationship: No agency, partnership, or joint venture relationship is created by these Terms.
For questions regarding these Terms of Service:
Afri-Conseil & Associates
Email: nadia.laurent@afri-conseil.com
Website: www.afri-conseil.com
Contact: Nadia Laurent, Client Relations Manager
All notices required under these Terms must be in writing and delivered by email to nadia.laurent@afri-conseil.com (for the Client) or to the email address on file (for Afri-Conseil). Notices are effective upon receipt.
By using Afri-Conseil's Services or purchasing Templates, the Client acknowledges that they have read, understood, and agree to be bound by these Terms of Service.