Experience not just service
STANDARD TERMS & CONDITIONS OF AGREEMENT
1. The person, or authorized individual representing the business engaging the services of Bergen Associates is referred to in these terms as the Client. This includes any individual, partnership or corporate body who are the successors of the individual or business named in this agreement. Bergen Associates who agree to provide the services in the agreement are referred to as the Company. The engaging of the Company’s services will be deemed to be an acceptance of the Company’s Terms and Conditions of Business.
2. The fees shown on the agreement form will be applied. However, the Company reserves the right to make additional charges for work other than originally agreed or for special work or requirements specified by the Client. The Company also reserves the right to charge for any VAT applicable, whether or not shown on the agreement form. Any deposits, retainers or fees received by the Company are not refundable, except at the Company’s sole discretion.
3. The Client agrees to make available to the Company all documents and other information from which the work is to be completed and compiled. This must be done on time and without further application from the Company. All paperwork must be clearly marked and supplied according to the Company’s requirements.
4. The Company cannot undertake to discover any shortcomings in your systems or any irregularities on the part of your employees, although the Company will advise you of any such circumstances that we encounter in preparing your accounts or in the course of our work.
5. The Client agrees (a) to provide full information necessary for dealing with their affairs: The Company will rely on the information and documents being true, correct and complete and will not audit the information or those documents; (b) that the Company may approach third parties as may be appropriate for information that considered necessary to deal with the Client’s affairs.
6. Where the Client has instructed the Company to undertake the completion of VAT or other tax returns. The company cannot be held responsible for any penalties or default surcharges arising from the late submission of such returns. However, the Company will endeavor to meet the relevant deadlines if the Company receives all the Client’s records within 14 days of the end of the VAT return period.
7. Where the Company is instructed to prepare management accounts, these are prepared solely for the internal use by the Client. These are not provided as audited accounts and must not be considered as such.
8. The Company neither owes nor accepts any duty to any other party and shall not be liable for any loss, damage or expense of whatsoever nature which is caused by their reliance on the reports or accounts.
9. The Company’s work will not be an audit of the financial statements in accordance with Auditing Standards. Accordingly, the Company will not obtain any evidence relating to entries in the accounting records, or to the financial statements or to the disclosures in the financial statements. Nor will we make any assessment of the estimates and judgments made by the Client in the preparation of the financial statements. Consequently the Company’s work will not provide any assurance that the accounting records or the financial statements are free from material misstatement, whether caused by fraud, error or other irregularities. In addition, we have no responsibility to determine whether you have maintained proper accounting records in accordance with section 221 of the Act and we will not address this point unless you specifically request us in writing to do so.
10. As the Company will not carry out an audit, the Company cannot confirm in any way the accuracy or reasonableness of the accounting records maintained by the Client, the Company are unable to provide any assurance as to whether the financial statements that are prepared from those records present a true and fair view.
11. As part of the Company’s normal procedures when preparing the financial statements, the Company will attach an accountant’s report to them. This report will state that they have been prepared from the books and records and from information supplied by the Client. As part of normal procedures the Company may request the Client to provide written confirmation of any information or explanations given to us orally during the course of our work.
12. The Client is legally responsible for making correct returns to HM Revenue & Customs, for the payment of tax on time and for reclaiming any tax credits. Failure to meet the deadlines may result in automatic penalties, surcharges and/or interest. The Company accepts no liability, consequential or otherwise, for any delays in preparation or submissions, failures or errors in the financial reports and statements based on the information provided, or delays caused, by the Client.
13. The Client is responsible for all fees that arise from HM Revenue & Customs investigations. However, upon request, fee protection insurance to cover the costs of our fees may be available at additional cost to the Client.. The Client is liable for insurance cover for documents and any other material left with the Company. The Company does not accept any liability, consequential or otherwise, for loss or damage to documents and any other material in transit or left with the Company during the work processes.
14. The Client agrees to pay all fees on time by the payment method and duration selected by the Company. Failure to pay on time will make the Client liable to an interest of 3% above Royal Bank of Scotland base rate. The Company may at its discretion suspend or withdraw its services where late payment persists or where payment is not received on the date due for more than twice in a three month period. Where an unpaid account is presented for legal action, the Company reserves the right to charge interest and claim for all costs for solicitors and court expenses involved in recovering the debt.
15. The engaging of the Company’s services for the fees indicated on the agreement form does not confer the right to renew on similar terms. The Company reserves the right to review all charges and fees at the end of each month to reflect the actual work carried out for the Client. Fees paid are not refundable.
16. Where the Client is a limited company, the Directors jointly and severally guarantee personally that all fees and other payments due will be paid within the payment terms and should the business be unable to pay by the normal way of trade, for whatever reason, the Directors jointly and severally guarantee to make good any payments outstanding. Where the Client is a partnership, the Partners jointly and severally guarantee personally that all fees and other payments due will be paid within the payment terms and should the business cease to trade, for whatever reason, the Partners jointly and severally guarantee to make good any payments outstanding.
17. Any queries regarding fees and invoices for other charges must be raised in writing within ten days of invoice date, otherwise it will be deemed that the invoice is accepted and payment when due will be met.
18. The Company reserves the right to destroy correspondence and any other documents in the Company’s possession that are not collected within ten days of work being completed or are more than seven years old, when the Company has agreed, in writing, to store them on behalf of the Client. The Company reserves the right to charge for any storage costs for Client’s documents.
19. The Company reserves the right to use subcontractors to prepare aspects of the work and the Client acknowledges that the Client’s documents and records may not necessarily be stored or located at the Company’s offices for the duration of any assignment.
20. As part of the Company’s ongoing commitment to providing a quality service, the Company’s files are periodically subject to a quality review process. Our reviewers are highly experienced and professional people and are, of course, bound by the same requirements of confidentiality as our principals and staff.
21. The Company does not accept responsibility for any errors or problems that may arise through the use of internet communication and all risks connected with sending commercially sensitive information relating to your business are borne by the Client. It is the responsibility of the recipient to carry out a virus check on any attachments received.
22. The Data Protection Act gives the Client rights in respect of information held about the Client (“Personal Data”). The Company will obtain, use, and process Personal Data about the Client in order that the Company may discharge the services agreed under the agreement.
23. The Company may also use the Client’s Personal Data for related purposes including updating and enhancing client records, analysis for management purposes and statutory returns, crime prevention and legal and regulatory compliance. The Company may also use the Client’s Personal Data for marketing purposes so that the Company can keep the Client up-to-date about issues relevant to our services and to provide you with information about our services.
24. Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. This clause does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that Act.
25. The advice that the Company gives to the Client is for the sole use of the Client and does not constitute advice to any third party to whom the Client may communicate it. The Company accepts no responsibility to third parties for any aspect of The Company’s professional services or work that is made available to them.
26. The Company will provide their professional services with reasonable care and skill. However, the Company cannot be held responsible for any losses arising from the supply by the Client or others of incorrect or incomplete information, or the Client or others’ failure to supply any appropriate information or the Client’s failure to act on the Company’s advice or respond promptly to communications from us or other relevant authorities.
27. The Client agrees to hold harmless and indemnify the Company or its employees against any misrepresentation, whether intentional or unintentional, supplied to us orally or in writing in connection with this agreement.
28. When the Client proceeds to cancel the agreement a 30 day notice in writing should be given to the Company. The Company shall be entitled to charge for the full month and entitled to all sums due immediately and without any delay. The Company will be entitled to make a termination or transfer charge. In case of early termination, where the Client terminates the Agreement within 18 months, the Company shall be entitled to claim back any discounts given on fees since the start of the Agreement and charge the standard rates in place of any discounted fees.
29. Where the Client is based in Scotland then these terms and Conditions are governed by, and construed in accordance with Scottish law. The Courts of Scotland will have exclusive jurisdiction in relation to any claim, dispute or difference concerning the Company’s engagement and any matter arising from it. Each party irrevocably waives any right it may have to object to any action being brought in those courts, to claim that the action has been brought in an inappropriate forum, or to claim that those courts do not have jurisdiction.
30. If the Client is based in England or Wales these terms and Conditions are governed by, and construed in accordance with English and Welsh law. The Courts of England and Wales will have exclusive jurisdiction in relation to any claim, dispute or difference concerning this engagement letter and any matter arising from it.
31. Each party irrevocably waives any right it may have to object to any action being brought in those courts, to claim that the action has been brought in an inappropriate forum, or to claim that those courts do not have jurisdiction.
32. The Company reserves the right to amend this agreement. A copy posted on its website and/or displayed in the Company’s place of business will be deemed sufficient notice of any changes.
33. Engaging the services of the Company will be deemed to be an acceptance of these Terms and Conditions, whether or not accpted in writing.
34. These Terms and Conditions of Agreement supersede any previous arrangements, whether oral or written, between the Company and the Client and in relation to matters dealt within it. It contains the whole agreement between the Company and the Client relating to the services provided to the Client by the Company. E. & O. E.