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This Agreement ('Agreement') is a legal contract between the Customer as an individual or an entity (the 'Customer') and Accountax Mentors Limited ('Accountax Mentors') and will be effective when the Customer accepts this Agreement. The agreement sets out the services provided under your chosen option.
Definitions
'Accountax Mentors' means a company registered in England and Wales (Registration Number: 8592450) whose registered office is: 67 Hounslow Road, The Old Bakery, Feltham, TW13 6QA, United Kingdom.
'Data' means any data send to us by the Customer (images, written material, databases, or other material available via the website, which may be changed from time to time).
'Customer' means you, as an individual or an entity and includes your employees, consultants, representatives, agents and any other user that you grant access to the Software.
'Monthly Fee' means the fee payable by the Customer to Accountax Mentors as detailed on the Website from time to time.
"Website" means the internet site at the domain www.accountaxmentors.com
Services
We are responsible for providing the accounting services; you have selected and may include the following:
1. Effective Date
1.1 This Agreement shall commence when the Customer accepts the Terms and Conditions of this Agreement (the 'Effective Date').
2. PAYROLL PREPARATION, P.A.Y.E. AND N.I.
Payroll and year and returns
2.1 In order for us to prepare your payroll and year end returns we will require the following information from you:
(a)Personal details of all employees (i.e. name, NI number, home address, and the data required by HMRC to file payroll returns online which is known as Real Time Information (RTI)).
(b) All P45s, or equivalent, received by you.
(c) If any casual labour is taken on, you are required to operate P46, or equivalent, procedures.
Completed forms should be passed to us for processing.
(d) Notification within two weeks of any employee who is ill for four or more calendar days, including weekends, bank holidays etc. This will enable us to operate statutory sick pay for you.
(e) Notification of any employee, who adopts, becomes pregnant or whose partner adopts or becomes pregnant. This will enable us to operate statutory adoption, maternity and paternity pay.
(f) Details of any money or benefits made available to employees by you or by a third party through you.
(g) Hours worked, rates of pay, bonuses etc.
(h) Notification of employees engaged by you or leaving your employment.
(i) Any notice of coding received by you.
2.2 The end of period payroll returns must be received by HM Revenue & Customs on or before pay day otherwise significant penalties may be levied. There may also be interest payable if income tax and National Insurance contributions payments, due each month or quarter are late or less than indicated by the return. Only the information provided for the payroll will be reported to HMRC.
2.3 We will assist in the preparation and submission of PAYE returns as required by the authorities concerned. However, it should be understood that our appointment as your agent does not absolve the company or its directors from their statutory responsibilities. We would draw your attention to the strict rules and time limits for the submission of such returns and the substantial penalties which may arise if these are not observed. It is therefore essential that we receive full information from you promptly to enable us to ensure that the returns are made on a timely basis. Completed returns will be submitted in accordance with HMRC requirements unless you undertake to submit these yourself.
2.4 We will prepare monthly payroll calculation and payslip for the principal working director and employees upon receipt of the monthly submission (Standard, Advanced and Premier Packages).
2.5 We will calculate and advise the amounts of PAYE & NIC due on a monthly/quarterly(if HMRC require it) basis.
2.6 We will complete and submit the annual return form P35 together with forms P14 and P60 for the principal director and employees (Standard, Advanced and Premier Packages). If you have not purchased a package, pricing can be found in our lists on web.
2.7 The end of year payroll returns must be received by HMRC by 19th May following the end of the tax year otherwise penalties will be levied. There may also be interest payable if the final tax and National Insurance payment, due by 22nd April following the end of the tax year, is late.
2.8 We will prepare the PAYE & P11d returns as required by the authorities concerned, for your approval. However, it should be understood that our appointment as your agent does not absolve the company or its directors from their statutory responsibilities. To ensure these forms are correctly prepared we will require details of all benefits, perks or reimbursed expenses received by the directors.
2.9 Unless we have all the relevant information within seven working days of the end of the tax year (note – not the company year-end) we cannot guarantee to have the annual returns, P11d's etc. completed in time to meet this deadline.
2.10 We would draw your attention to the strict rules and time limits for the submission of such returns and the substantial penalties which may arise if these are not observed. It is therefore essential that we receive full information from you promptly to enable us to ensure that the returns are made on a timely basis.
2.11 We will deal with general PAYE, NI and salary advice pertaining to the principal director, dealing with routine correspondence on PAYE matters with HMRC.
Subcontractors
2.12 We have agreed to operate the Construction Industry Scheme for the subcontractors you engage. In order for us to do this, we will require the following information from you on a timely basis:
(a) Written confirmation that you have checked or ‘verified’ each new subcontractor with HM Revenue & Customs; and
(b) Written confirmation stating whether HM Revenue & Customs has advised that the subcontractor should be paid net or gross.
2.13 We will advise on employment status to the best of our ability however we cannot give any form of guarantee or assurance that HM Revenue & Customs will not challenge the employment status of one or more of your subcontractors and we cannot be held responsible for any loss or consequential loss as a result of any action or penalty imposed by HM Revenue & Customs.
2.14 Under the new rules, CIS registration will be lost if returns are made late or tax is paid late. HM Revenue & Customs no longer has discretion regarding whether or not to cancel registration. We cannot be held responsible or liable for financial loss or consequential financial loss if your CIS registration is cancelled for late submission where we have not received the necessary information on a timely basis or for any late payment occurring as a result.
2.15 As detailed above, we have agreed to operate your payroll subcontractors’ system. P9D/P11D has extra charges as per our pricing on web. We can also offer you advice in the following related areas:
3. VAT
3.1 You have asked us to undertake the completion of your VAT returns. We cannot be held responsible for any penalties or default surcharges arising from the late submission of VAT returns. However, we will endeavour to meet the relevant deadlines if we receive all the company’s VAT records within 14 days of the end of the VAT return period. You have undertaken that you/your staff will ensure that:
(a) All relevant VAT records are forwarded to us within 14 days of the end of the VAT return period.
(b) Valid VAT invoices are received for all payments where VAT is being reclaimed.
(c) The VAT rating of supplies is correctly dealt with, i.e. between positive and zero rates and exempt supplies.
(d) We are notified in writing of any positive-rated own consumption.
(e) Any input VAT on non-business expenditure is clearly marked on supporting invoices.
(f) We are notified each quarter of any payments to or for the benefit of directors or staff for fuel used for private mileage, together with the business mileage for each such person, for each quarter.
(g) All supplies made by the business are shown in the records made available to us.
(h) Similarly, we will not specifically check the deductibility of input VAT and the validity of supporting invoices unless specifically requested in writing to carry out a detailed review.
3.2 If you are not VAT registered, we will endeavour to ensure that you register in time provided that:
(a) you notify us in writing within 14 days of the end of each month of the total value of supplies you have made in that month; and
(b) You notify us immediately in writing if the value of taxable supplies that you will make in the next 30 days is likely to exceed the annual registration limit then in force.
3.3 It should be understood that our appointment as your agent does not absolve the company or its directors from their statutory responsibilities. We would draw your attention to the strict rules and time limits for the submission of such returns and the substantial penalties which may arise if these are not observed. It is therefore essential that we receive full information from you promptly to enable us to ensure that the returns are made on a timely basis. Completed returns will be sent to you for approval and signature prior to submission on the company’s behalf.
4. Corporation Tax
4.1 We will prepare, in respect of each accounting period of the company, a computation for corporation tax purposes adjusted in accordance with the provisions of the Taxes Acts. We will also prepare the corporation tax return (form CT600) required under the Corporation Tax Self-Assessment regulations. The corporation tax return, together with the supporting corporation tax computations, will be sent to you for approval and signature prior to submission to the Inspector of Taxes.
4.2 It should be recognised that in law a taxpayer cannot contract out of his fiscal responsibilities and that computations and return forms are prepared by us as agent for the company. You are legally responsible for making correct returns and for payment of tax on time. If we ask you for information to complete the tax return and it is not provided within the time-scale requested, so that the preparation and submission of the return are delayed, we accept no responsibility for any penalty or interest that may arise.
4.3 We will advise you of the corporation tax payments to which the company will be liable, together with the due date of payment. You must inform us immediately if the company pays or receives any interest or makes any other payment, or transfers any asset to any shareholder.
4.4 Where necessary we will deal with any queries raised by the Inspector of Taxes and negotiate with the Revenue on any question of taxation interest or penalties which may arise.
To enable us to carry out our work you agree:
(a) to make a full disclosure to us of all sources of income, charges, allowances and capital transactions and to provide full information necessary for dealing with the company’s affairs. We will rely on the information and documents being true, correct and complete;
(b) To respond quickly and fully to our requests for information and to other communications from us;
(c) To provide us with information in sufficient time for the company’s self-assessment tax return to be completed and submitted by the due date. In order to do this, we need to receive all relevant information; and
(d) To forward to us on receipt copies of all statements of account, letters and other communications received from HM Revenue & Customs to enable us to deal with them as may be necessary within the statutory time limits.
4.5 You agree that we can approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs and undertake to authorise such third parties to communicate directly with us.
4.6 You should always send us the originals or copies of all communications you receive from HM Revenue & Customs.
PARTNERSHIP TAX
4.7 We will prepare the income tax and capital gains tax computations based on the partnership accounts from the accounting records and other information and explanations provided by you.
4.8 We will prepare the firm’s annual partnership return, including the partnership statement of total income, gains, losses, tax credits and charges of the firm for each period of account ending in the return period.
4.9 We will forward to you the income tax and capital gains tax computations and the tax return and supporting schedules for your approval and signature electronically. Once the return has been approved and signed by you and returned to us, we will submit it, with the accounts and computations, to HM Revenue & Customs.
4.10 We will advise all the partners who were partners of the firm during the period of their respective shares of the firm’s total income, gains, losses, tax credits and charges in order that they are able to file their personal self-assessment tax returns within the relevant time period.
4.11 We will deal with HM Revenue & Customs regarding any amendments required should the partnership self-assessment tax return be challenged.
4.12 We will advise as to claims and elections arising from the tax return and from information supplied by you and, where instructed by you, we will make such claims and elections in the form and manner required by HM Revenue & Customs.
4.13 We will deal with all communications relating to the partnership return addressed to us by HM Revenue & Customs or passed to us by you. However, if HM Revenue & Customs choose the partnership tax return for enquiry, this work will be the subject of a separate assignment and we will seek further instructions from you. Assistance in respect of such an enquiry beyond the answering of straightforward queries regarding entries on the tax return is additional work and will result in separate charges. We will keep you fully informed before undertaking any extra work in respect of such an enquiry.
4.14 You have asked us to undertake all correspondence with HM Revenue & Customs on the partnership’s behalf. To avoid any problems would you please send to us any forms or correspondence received from HM Revenue & Customs as soon as you receive them.
4.15 HM Revenue & Customs have powers to charge both interest and penalties if there is a delay in submitting a tax return. Such charges are automatic if the tax return is submitted after 31st January following the end of the tax year. For partnership penalties, the amount due is multiplied by the number of partners. Delays in submitting the partnership return may also have an effect on the returns of all the partners, with the possibility of penalties, interest and surcharges being payable by each individual partner.
4.16 It is therefore important that all details required for the preparation of your tax return are forwarded to us as soon as possible after 5th April each year and by 30th of October at the latest. If the information is received after that date, we will not accept responsibility for any penalties or surcharges charged by HM Revenue & Customs.
4.17 You agree that we can approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs and undertake to authorise such third parties to communicate directly with us.
4.18 Please always send us the originals or copies of all communications you receive from HM Revenue & Customs.
5. Annual Accounts
A. ANNUAL ACCOUNTS – SOLE TRADERS/PARTNERSHIPS
Your responsibility for the preparation of accounts
5.1 You have undertaken to make available to us, as and when required, all the accounting records and related financial information necessary for the compilation of the accounts. You will make full disclosure to us of all relevant information. The accounts need to be approved by you before we are able to issue our report.
5.2 You are responsible for ensuring that, to the best of your knowledge and belief, financial information, whether used by the business or for the accounts, is reliable. You are also responsible for ensuring that the activities of the business are conducted honestly and that its assets are safeguarded, and for establishing arrangements designed to deter fraudulent or other dishonest conduct and to detect any that occur.
5.3 You are responsible for ensuring that the business complies with the laws and regulations applicable to its activities, and for establishing arrangements designed to prevent any non-compliance with laws and regulations and to detect any that occur.
Our responsibilities for the preparation of accounts
5.4 We will compile your annual accounts based on the accounting records (maintained by you) and the information and explanations given to us by you. We shall prepare draft annual accounts for your approval.
5.5 We will advise you as to the adequacy of your records for preparation of the annual accounts and make recommendations for improvements which we consider necessary. We shall not be responsible if, as a result of you not taking our advice, you incur losses or penalties.
5.6 We will use reasonable skill and care in the preparation of your accounts but will not be responsible for errors arising from incorrect information supplied by you.
5.7 We will report, with any variations that we consider may be necessary, that in accordance with your instructions and in order to assist you to fulfil your responsibilities, we have compiled, without carrying out an audit, the accounts from your accounting records and from the information and explanations supplied to us.
5.8 We have a professional duty to compile accounts which conform to generally accepted accounting principles. Where we identify that the accounts do not conform to accepted accounting principles, or if the accounting policies adopted are not immediately apparent, this will be made clear in our report, if it is not clear in the accounts.
B. ANNUAL ACCOUNTS – LIMITED COMPANIES
Responsibilities of Directors
5.9 As director of the company, under the Companies Acts you are responsible for:
a) Ensuring that the company maintains proper accounting records and for preparing accounts.
b) Determining whether for any reason the exemption is not available in respect of the period.
5.10 You will keep records of sales invoices, purchase invoices, receipts and payments, together with any other documents relating to the company’s transactions and activities. It will also be necessary for you to provide a record of stock at the company’s year end.
5.11 For financial years beginning on or after 06 April 2008, a private company is usually required to file its accounts at Companies House within 9 months of the year end. The company will be liable to a fine if it fails to do so. In order to avoid this we will produce statutory accounts, suitable for filing, within the required period, provided all your records are complete and presented to us within five months of the year end, and all subsequent queries are promptly and satisfactorily answered.
5.12 We have agreed to act as your agent and to:
(a) Submit the accounts to the Registrar of Companies;
(b) Complete and submit the company’s annual return;
(c) complete and submit any other forms required by law to be filed at Companies House, provided that you keep us fully informed of any relevant changes or events which are required to be notified to Companies House, within one week of the change or event; and
(d) Maintain the statutory books.
Responsibility of Accountax Mentors
5.13 In relation to the accounts, we will prepare the company’s accounts on the basis of the information that is provided to us. We will also draft the accounts in accordance with the provisions of the Companies Act, and related Accounting Standards for approval by the Board.
5.14 You have instructed us to prepare your financial statements for the year started providing our services and subsequent years. It was agreed that we should carry out the following accounting and other services:
(a) write up the accounting records of the company insofar as they are incomplete when presented to us;
(b) Complete the postings to the nominal ledger; and
(c) Prepare the accounts for approval by yourselves.
5.15 You have agreed that you or your staff will:
(a) Keep the records of receipts and balances;
(b) Reconcile the balances monthly with the bank statements;
(c) Post and balance the purchase and sales ledgers;
(d) Extract a detailed list of ledger balances; and
(e) Prepare details of work-in-progress at the accounting date and make available to us the documents and other information from which the statement is compiled.
5.16 You/your management are responsible for the detection of irregularities and fraud. We would emphasise that we cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees or others, although we will advise you of any such circumstances that we encounter in preparing your accounts, unless prohibited from doing so by the Anti-Money Laundering Legislation.
5.17 We will report, with any variations that we consider may be necessary, that in accordance with your instructions and in order to assist you to fulfil your responsibilities, we have compiled, without carrying out an audit, the accounts from your accounting records and from the information and explanations supplied to us.
5.18 We have a professional duty to compile accounts which conform to generally accepted accounting principles. Furthermore, the accounts of a limited company are required to comply with the Companies Acts and applicable accounting standards. Where we identify that the accounts do not conform to accepted accounting principles, or if the accounting policies adopted are not immediately apparent, this will be made clear in our report, if it is not clear in the accounts.
6. Companies House
6.1 We will do the filing of Annual Financial Statements (packages and sub/contractors).
6.2 We will prepare the Annual Returns form AR01 (not including filing fees).
6.3 Basic board Minutes and resolutions (only if requested at extra charge-please contact for more information).
6.4 We will handle with notifications of changes in circumstances concerning the officers and the company.
7 Self-Assessment Tax Return
7.1 We will assist with the completion of one Self-Assessment Tax Return and the preparation of any documents that may be required to accompany the Return; assistance with the calculation of your personal tax liabilities under self-assessment and on all matters relating to those liabilities including the due dates for payment.
7.2 We will prepare one standard personal tax return; provided the tax return and a completed tax questionnaire is received by us no later than 30th September after the tax year has ended and you have paid at least 6 months full fees during the tax year in question. In opposite case you will be charged according to our Pay As you Go Fees. If your personal tax affairs require the completion of additional supplementary tax return pages these will be chargeable in accordance with the prevailing rates and you will be advised on any additional charges in advance of completing the tax return.
7.3 If you do not qualify for the free completion of your Self-Assessment Tax Return, the standard fee applies as shown on our Pay As you Go Fees, available on our website.
7.4 It is your responsibility to collate and provide complete and accurate information and to supply this to us, together with all appropriate explanations, no later than 30th September after the end the tax year to which the return relates.
7.5 The legal responsibility for the Return and computations rests solely with you as the taxpayer; and you are responsible for the approval of the Return, the payment of all tax liabilities, penalties, interest or surcharges that may arise.
7.6 We will forward your tax return form for you to sign/approve electronically and return to us, we will then submit it to HMRC.
7.7 We will advise you as to amounts of tax to be paid and the dates by which you should make the payments, including payments on account and the balancing payment.
7.8 We will deal with HMRC regarding any amendments required to your return and prepare any amended returns which may be required.
7.9 HMRC has powers to charge both interest and penalties if there is a delay in submitting a tax return. Such charges are automatic if the tax return is submitted after 31st January following the end of the tax year, or if any payments are made after the respective due dates. Such charges are automatic. It is therefore important that all details required for the preparation of your tax return are forwarded to us as soon as possible after 5th April each year and by 30th September at the latest. If the information is received after that date, we will not accept responsibility for any penalties or surcharges charged by HM Revenue & Customs.
7.10 HMRC audits a number of tax returns each year, many of these audits are the result of a random selection. Assistance in respect of such an audit beyond the answering of straightforward queries regarding entries on the tax return is additional work and will result in separate charges. We will keep you fully informed before undertaking any extra work in respect of such an audit.
7.11 You have asked us to undertake all correspondence with HM Revenue & Customs on your behalf. To avoid any problems would you please send to us any forms or correspondence received from HM Revenue & Customs as soon as you receive them. In particular would you please ensure that no payments are made to HM Revenue & Customs without our confirmation that the demands are correct.
7.12 We will provide our professional services outlined in this letter with reasonable care and skill. However, we will not be responsible for any losses, penalties, surcharges, interest or additional tax liabilities arising from the supply by you or others of incorrect or incomplete information, or your or others’ failure to supply any appropriate information or your failure to act on our advice or respond promptly to communications from us or the tax authorities.
8 Other Services
8.1 Book keeping service (monthly) and processing of accounting information submitted (Standard, Advanced and Premier Packages as per our pricing).
8.2 References for mortgages, tenancy or finance arrangements cost £15.
8.3 Notifications of change of address concerning the officers and the company to HMRC.
8.4 Compliance visits from HMRC at your premises, minimum charge £200 (3 hours) plus £50 per hour in excess of 3 hours.
8.5 Dealing with interest, surcharges and penalties and advising on appropriate action and payment where necessary. We are not responsible for any interest, surcharges or penalties.
8.6 Unlimited telephone and email advice, during normal office hours, concerning issues related to the service.
9. Excluded items
9.1 For the avoidance of doubt the services listed below are excluded from our Accounting Services.
9.2 IR35 contract reviews
9.3 Filing fees, duties or any other costs arising from the submission of documents or returns.
9.4 Management Accounts
9.5 Business activities separate or additional to freelance contract work through the business.
9.6 Company closure process
9.7 Dealing with HMRC enquiries regarding periods and work when we did not act for you.
10. Responsibilities of the Director(s)
10.1 As director of the company, under s386 of the Companies Act 2006 you are responsible for ensuring that the company maintains proper accounting records and for preparing accounts set out in s477 of the Act, and for determining whether, in respect of the period, the exemption is not available for any of the reasons set out in s478.
10.2 You will keep records of sales invoices, purchase invoices, receipts and payments, together with any other documents relating to the company's transactions and activities.
10.3 You are responsible for the completeness, accuracy and timely submission of accounting information and the provision of proper explanations to us. Accounting information and explanations relating to a calendar month should be submitted to us within 14 days of the end of the month. We shall, from time to time, request further information, or more detailed explanations concerning the information provided or considered inaccurate or incomplete and it is your responsibility to respond promptly and completely to those requests.
10.4 We are under no obligation to specifically identify missing or incomplete information or explanations. Information shall comprise data entered onto the online accounting system, bank statements and other documents relating to company transactions supplied to Accountax Mentors.
10.5 The information provided to us will form the basis of all annual and other financial statements, all submissions, calculations, returns and financial advice, including calculations of VAT, PAYE, Corporation and other taxes. We do not audit the information provided and you remain wholly responsible that transactions are valid, acceptable and properly supported by documentation. We will provide such guidance as is specifically requested in this respect.
10.6 Ultimately the legal responsibility for any statement or return rests solely with you as the officer or representative of the business and the business; and you are responsible for the approval of the return, its submission to the appropriate authorities and the payment of all tax liabilities, penalties, interest or surcharges that may arise from its submission.
10.7 We shall interpret the application of tax legislation and assess the probable outcome in your specific circumstances based upon our reasonable professional skill and expertise and the information and explanations supplied by you. Ultimately, you, as the officer or representative of the business will be responsible for the outcome concerning the application of any legislation.
11 Restrictions
11.1 Customer agrees not to upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third party (including, without limitation, any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability; or (vii) that contains any viruses, Trojan horses, spyware. malware, worms, time bombs, cancel bots, or other disabling devices or other harmful component intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
12. Fees
12.1 The monthly fees for our Accounting Services do not include VAT, which will be chargeable for the month this service commences and thereafter monthly until further notice, and thereafter at a rate agreed from time to time by the issue of a fee letter which shall include confirmation of the payment terms and is, unless specifically agreed otherwise, exclusive of any amounts receivable from third parties as commission or similar.Unless specifically agreed, payment of our invoices is due within 7 days from the date of the invoice.
12.2 The Customer will be required to pay the Monthly Fees to Accountax Mentors or PAY As you Go Fees for our services. Unless otherwise stated, our Fees are exclusive of VAT.
12.3 The Customer can authorise Accountax Mentors to collect the Monthly Fee by Direct Debit on a monthly basis. The first Monthly Fee payment shall be made on or after the Effective Date and each subsequent payment shall be made on the first day of each subsequent month and continually until terminated in accordance with these terms.
12.4 Where, in the reasonable opinion of Accountax Mentors, a material variation in legislation is introduced or becomes effective during a period during which terms of engagement exist and results in a significant increase in procedures required to properly fulfil our obligations the rate may be amended by the giving of at least 2 months written notice to you.
12.5 All fees are subject to you meeting your obligations to us in full. Your obligations are set out in the section 10, in the event of any uncertainty you may seek further clarification of your obligations at any time. We reserve the right to amend the fee if, in our reasonable opinion, you fail to fulfil those obligations.
12.6 Value Added Tax shall be applied on the basis of the rate prevailing at the earlier of the date of payment or the invoice date.
12.7 Monthly fees are invoiced as a continuing annual service for calendar months and are payable on the first working day of the month in advance.
13. Late Payment of Fees
13.1 Accountax Mentors reserves the right, at its sole discretion, to charge interest at 5% on all amounts outstanding more than 30 days. Such interest shall accrue daily and be compounded monthly. Whilst any amounts are outstanding, Accountax Mentors reserves the right, at its sole discretion, to suspend the provision of all services, including services provided that are covered by separate terms of engagement and your access/use of the Website.
13.2 Where services are suspended all obligations attached to Accountax Mentors under all terms of engagement are also suspended and no liability is accepted for consequential losses, late filing penalties, interest or other charges.
13.3 In addition to other effective indemnities, this late payment indemnity shall continue for a period of three months following the date of the resumption of services where any liability arises subsequently but in the reasonable opinion of Accountax Mentors is due in whole or in part, as a consequence of the suspension.
13.4 In the event of non-payment of our fees for services rendered, we may exercise a particular right of lien over the books and records in our possession and withhold the documents until such time as payment of our fees is received in full.
13.5 Your firm and/or its directors/partners/shareholders (personally) are liable for all costs for all work carried out by Accountax Mentors Ltd. We will reserve the right to take legal action against your firm and/or its directors/partners/shareholders (personally) or both. In case you do not agree to this – then do not use our services.
14. Regulated Financial Services and Investment Business
14.1 We are not regulated by the Financial Services Authority to conduct Investment Business activities. You should seek advice of an Independent Financial Advisor (IFA) should you wish to obtain advice of this nature.
15. Money Laundering Regulations 2007
15.1 In accordance with the Proceeds of Crime Act and Money Laundering Regulations 2007 you agree to waive your right to confidentiality to the extent of any report made, document provided or information disclosed to the Serious Organised Crime Agency (SOCA).
15.2 You also acknowledge that we are required to report directly to SOCA without prior reference to you or your representatives if, during the course of undertaking any assignment, the person undertaking the role of Money Laundering Reporting Officer becomes suspicious of money laundering.
15.3 Before we accept your instructions, we may need to obtain ‘satisfactory evidence’ to confirm your identity. In certain circumstances, we may need to obtain evidence confirming the identities of third parties, the source of any funds or other property, the purpose of any instructions or any other matter. We may also need to obtain such evidence after we have begun to act on your instructions.
15.4 We assume that our clients are honest and law abiding. However, if at any time, there appear to be grounds to suspect (even if we do not actually suspect) that your instructions relate to ‘criminal property’, we are obliged to make a report to the Serious Organised Crime Agency (“SOCA”), but we are prohibited from telling you that we have done so. In such circumstances, we must not act on your instructions without consent from SOCA. If SOCA does not refuse consent within 7 working days we may continue to act. If SOCA issues a refusal within that time, we must not act for a further 31 days from the date of the refusal.
15.5 ‘Criminal property’ is property in any legal form, whether money, real property, rights or any benefit derived from criminal activity. It does not matter who carried out the criminal activity or how removed the property is from the original crime. Even if you are honest in your dealings, if your property represents a benefit from someone else’s crime, we must still make a report. Activity is considered ‘criminal’ if it is a crime under UK law, no matter how trivial For example, tax evasion is a criminal offence but an honest mistake is not. We will assume that all discrepancies are mistakes unless there is contrary evidence.
16. Customer Service
16.1 We are committed to providing a high standard of customer service. If you have any ideas as to how our service to you could be improved, or if you are dissatisfied with the service you are receiving, please let us know. In the event that you have a complaint, we will look into this carefully and promptly and do all we can to explain the position to you or address your concerns.
17. Complaints Procedure
17.1 Should you find that you must raise a complaint you should in the first instance raise the matter with your principle contact or Account Manager. If your complaint is not then dealt with to your complete satisfaction you should then contact the Managing Director of Accountax Mentors, who will undertake a full impartial review of the facts on your behalf.
17.2 If we do not address your complaint to your satisfaction you may take up the matter with our Regulatory body that operate an independent complaints procedure.
18. Regulatory Body
18.1 We align ourselves and the services that we offer to the ethical rules and professional standards of conduct of the AAT (Association of Accounting Technicians).
19. Electronic Communications
19.1 As internet communications are capable of data corruption we do not accept any responsibility for changes made to such communications after their despatch. For this reason it may be inappropriate to rely on advice contained in an email without seeking written confirmation of it.
19.2 All risks connected with sending commercially sensitive data relating to you or your business are borne by you and are not our responsibility. If you do not accept this risk you should notify us in writing that email is not an acceptable means of communication.
19.3 Email will be used extensively to communicate with you. As with any other means of delivery this carries with it the risk of inadvertent misdirection or non delivery. It is the sole responsibility of the recipient to carry out a virus check on any attachments received.
19.4 From time to time we may make available the means to submit data electronically which may include spreadsheets, electronic forms and on line web services. The provision of such electronic and on line services is wholly upon our discretion and we make no representations as to the security or reliability of such services.
20. Retention of Records
20.1 During the course of our work we may collect information from you and others acting on your behalf and will return any original documents to you upon request.
20.2 You should retain all such records until they are at least six years old. Though certain documents may legally belong to you, we intend to destroy correspondence and other papers that we store which are more than six years old, other than documents that we consider are of continuing significance to ourselves or other third parties.
20.3 We may choose wherever possible to hold documents in electronic format and in such cases we may destroy original papers that we may hold earlier than six years.
20.4 You/your management are responsible for the detection of irregularities and fraud. We would emphasise that we cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees or others, although we will advise you of any such circumstances that we encounter.
21. Limitation of Liability
21.1 The advice which we give to you are for your sole use and do not constitute advice to any other third party.
21.2 We will provide professional services with reasonable care and skill. However, we will not be responsible for any losses, penalties, surcharges, interest or additional tax liabilities arising from the supply by you, or others, of incorrect or incomplete information, or from the failure by you, or others, to supply any appropriate information or your failure to act upon our advice or respond promptly to communications from us or the tax authorities. We undertake any work in good faith.
21.3 No liability is accepted in respect of consequential losses arising from events that either party may have reasonably contemplated as likely to arise, from time to time, prior to the inception of these terms or their replacement.
21.4 The opinion we reach may vary from other opinions based upon the same information or conducted at a different time. For this reason our assessment and opinion is not subject to any form of warranty, guarantee or indemnity that the risk assessed by us will not be challenged by HMRC or that any subsequent tribunal or other hearing may find that your status is different from that assessed by us.
21.5 You agree that our assessment is only a guide and that the ultimate responsibility for the tax liabilities, interest and penalties and all other consequential costs remains solely yours.
21.6 In all instances our report shall be subject to our standard disclaimer and our opinion suitably qualified in this respect.
21.7 Accountax Mentors gives no warranty about the Software or the Website, and does not warrant that the Software or the Website will be error-free, timely, reliable, entirely secure, virus-free, and available or that it will be suitable for the Customer's purposes or requirements to the maximum extent permitted by law.
21.8 To the maximum extent permitted by law, Accountax Mentors excludes all liability and responsibility to the Customer whether arising from negligence, breach of contract or otherwise for any incidental, special, indirect, exemplary, consequential or any other damages relating to the use of or inability to use or reliance on the Software or the Website.
21.9 Accountax Mentors does not make any guarantees that there will be no loss of Data, and this Agreement expressly excludes any liability for any loss of Data no matter how caused.
21.10 Where Accountax Mentors is not legally entitled to exclude its liability, Accountax Mentors' total liability for any loss or damage relating to the Customer's use of or inability to use the Software or the Website shall not exceed an amount equal to the Monthly Fees which the Customer has paid to Accountax Mentors in the previous month.
21.11 In no event shall either party be liable to the other party for any (i) special, indirect, incidental or consequential damages, (ii) lost savings, profit, data, use, or goodwill, (iii) business interruption even if notified in advance of such possibility, or (iv)personal or property damage arising out of or in any way connected to this agreement, regardless of cause of action or the theory of liability, whether in contract, tort including negligence, gross negligence, fundamental breach, breach of a fundamental term) or otherwise. In no event shall Accountax Mentors be liable for procurement or costs of substitute products or services.
21.12 We will not be liable for any loss suffered by you or any third party as a result of our compliance with the Anti-Money Laundering Legislation or any UK law or at all.
21.13 Any claim against Accountax Mentors must be brought within 3 months after it arose, or be barred.
22. Indemnity
22.1 The Customer agrees to fully indemnify and hold Accountax Mentors harmless against all claims, costs, damage and loss arising from the Customer's breach of any of these Terms and Conditions or any obligation the Customer may have to Accountax Mentors, including (but not limited to) any costs relating to the recovery of any Monthly Fees that have not been paid by the Customer and third party claims arising from infringement of intellectual or other third party rights arising from material posted by the Customer on the Website.
23. Rights of Third Parties
23.1 Any person who is not party to this agreement shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This does not affect any right or remedy of any person that exists or is available otherwise than pursuant to that Act.
24. Data Protection
24.1 To enable us to discharge the services agreed and for other related purposes including updating and enhancing client records, analysis for management purposes and statutory returns, crime prevention and legal and regulatory compliance, we may obtain, use, process and disclose personal data about you. You have a right of access, under the data protection legislation, to the personal data we hold about you. For the purposes of the Data Protection Act 1998, the Data Protection Officer in relation to personal data supplied about you is Andrew Nixon.
24.2 We are notified holders of personal data under the Data Protection Act 1998 registration number ZA039344.
24.3 In agreeing these Terms of Engagement you hereby authorise Accountax Mentors to disclose to any third parties such personal data as appropriate but only in the proper performance of the services and other matters referred within these terms of engagement.
25. Confidentiality
25.1 'Confidential Information' includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including, without limitation, the Software but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party. Unless the relevant party has the prior written consent of the other or unless required to do so by law, each party will preserve the confidentiality of all confidential information of the other obtained in connection with this Agreement. Neither party will, without the prior written consent of the other, disclose or make any confidential information available to any person, or use the same for its own benefit, other than as contemplated by this Agreement.
25.2 The provisions of this clause shall survive termination of this Agreement.
26. Privacy
26.1 Accountax Mentors' privacy policy, which is available at www.accountaxmentors.com/privacy, forms part of this agreement.
27. Notices
27.1 Notices sent to either Party shall be effective when delivered in person or by email, or two (2) days after being sent by first class mail postage. Notices must be in writing and, in the case of notices to:
27.2 Accountax Mentors may change its contact information by giving notice of such change to the Customer. Customer may change its contact information by using the currently available interfaces on Accountax Mentors website. For contractual purposes, Customer (i) consents to receive communications from Accountax Mentors in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, documents, disclosures, and other communications (“Communications”) that Accountax Mentors provides to Customer electronically satisfy any legal requirement that such Communications would satisfy if it were in writing. Customer’s consent to receive Communications and do business electronically, and Accountax Mentors agreement to do so, applies to all of Customer’s interactions and transactions with Accountax Mentors. The foregoing does not affect Customer’s non-waivable rights. If Customer withdraws such consent, from that time forward, Customer must stop using the Services. The withdrawal of Customer’s consent will not affect the legal validity and enforceability of any obligations or any electronic Communications provided or business transacted between Accountax Mentors prior to the time Customer withdraw its consent.
28. Termination
28.1 The Customer can cancel the Service at any time for any reason by giving 30 days written notice, which shall be effective from the date received by Accountax Mentors (the termination date). After the Service is cancelled no further payments will be taken by Accountax Mentors and this Agreement will be automatically terminated.
28.2 All our obligations to provide any service, whether past, current or future will terminate on that termination date irrespective of any payments received. Other than your responsibility for the payment of fees deemed by these terms as having fallen due for payment prior to the termination date, your responsibilities and obligations will also cease entirely. No termination fees are payable.
28.3 If the Customer fails to abide by the Terms and Conditions of this Agreement, or if the Monthly Fees are not paid on time, Accountax Mentors reserves the right to terminate this Agreement. Accountax Mentors also reserves the right to permanently terminate this Agreement without cause by giving 30 days’ notice to the Customer at any time.
28.4 Upon termination of this Agreement, all parties' obligations, whether past, current or future, shall immediately cease on termination, whether with or without cause and howsoever arising, Accountax Mentors will immediately suspend and/or permanently terminate the Customer's use of and access to the Software and the Website.
28.5 Under no circumstances will Accountax Mentors make any full or partial refunds of any Monthly Fees already paid by the Customer.
28.6 No act, intentional or otherwise, on our part arising after the termination date in respect of the service terminated shall affect the cessation of our obligations.
28.7 Accountax Mentors may permanently delete the Customer's Data 90 days after this Agreement has been terminated or upon Accountax Mentors' receipt of the Customer's written request.
28.8 Accountax Mentors may terminate your access to the Websites and the services within them on not less than 10 days' written notice to you.
29. Waiver
29.1 No waiver will be implied from conduct or failure to enforce rights, and no waiver will be effective unless in writing signed on behalf of the party against whom the waiver is asserted. If any part of this Agreement is found invalid or unenforceable, that part will be enforced to the maximum extent permitted by law and the remainder of this Agreement will remain in full force.
30. Severability
30.1 If any part or provision of the Terms and Conditions of this Agreement is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
31. Jurisdiction
31.1 These terms are governed by, and construed in accordance with, English law. The Courts of England will have exclusive jurisdiction in relation to any claim, dispute or difference concerning these terms and any matter arising from them. Each party irrevocably waives any right it may have to object to any action being brought in an appropriate form, or to claim that those courts do not have jurisdiction.
31.2 All work performed is conducted using the current legislation according to the accounting or fiscal period. We cannot be held responsible for future developments or changes in legislation.
32. Entire Agreement
32.1 These Terms and Conditions and the Privacy Policy supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between the Customer and Accountax Mentors.
33. Acceptance
33.1 We agree the terms of engagement, and acknowledge and confirm that we understand and agree as fair the terms in relation to the limitation of liability and the retention of third party receipts and, in this respect this agreement shall be effective as if existed at the commencement of the first engagement.
33.2 By selecting the "I have read and accept the Terms and Conditions" option upon Registration, the Customer agrees to be bound by all of the above listed clauses.
34. Intellectual Property
34.1 The copyright in the material contained in the Website, text and graphics, and their selection and arrangement, and all software compilations, underlying source code and software (including applets) belongs to Accountax Mentors or the providers of such information. All rights are reserved. None of this material may be reproduced or redistributed without our written permission. You may, however, download or print a single copy for your own non-commercial off-line viewing.
35. Right to List As a Customer
35.1 Customer agrees that Accountax Mentors may utilize Customer’s entity name in listings of current customers. Use of Customer’s name in any other marketing materials or press announcements will be submitted to Customer in advance for approval, and such approval will not be unreasonably withheld.
36. Amendments
36.1 Accountax Mentors reserves the right to change this Agreement at any time and from time to time without notice by posting revisions to this Agreement (including the description of the Services) on Accountax Mentors website. Continued use of the Services after Customer become aware of any such changes shall constitute Customer’s consent to such changes. Customer is responsible for regularly reviewing the most current version of this Agreement which is available on Accountax Mentors website.