Standard Terms of Business

EBS Chartered Accountants (EBS Accountants Ltd) is constituted as a limited liability company.

The services provided to you and the contract under which those services are provided is with EBS and not with any individual director, employee or agent of EBS.

In these terms 'you’ and 'your' refer to our client. 'We’ 'us' and 'our' refers to the Firm.

The signing of your engagement letter will signify your agreement to these terms.

1. Advice and instructions
   
   The work which we have been asked by you to carry out, and the areas you wish our advice to address, are set out in the covering engagement letter. If you do not inform us to the contrary immediately on receipt of that letter we shall assume that this is accurate and complete, and that you agree these terms.
   
   
2. Ethical and practice guidelines
   
   We will observe the ethical guidelines of the Institute of Chartered Accountants in England and Wales and accept instructions to act for you on the basis that we will act in accordance with those guidelines.
   
   
3. Communications
   
   We shall communicate with you by post, telephone, facsimile and email. The use of email may not be as secure as other forms of communication. However, unless you instruct us to the contrary, we shall assume that you have no objection to our communicating with you, and sending attachments to you, by email whether in general or for the communication of specific information.
   
   We shall take all reasonable steps to ensure that email will be free of viruses. However, we do not, to the extent permitted by law, accept any liability for viruses, and it is your responsibility to scan the attachments (if any). We may need to carry out virus checks on disks or email.
   
   Unless you withdraw consent, we shall communicate with others when appropriate by email or fax but we cannot be responsible for the security of correspondence and documents sent by email or fax. It is your duty to inform us if you change postal or email address or phone numbers.
   
   
4. Hours of business
   
   Our normal business hours are Monday to Friday 9.00am – 5.00 pm. Messages can be left on the answer phone outside these hours.
   
   
5. Our replies to you
   
   We will endeavor to reply promptly to you and will reply to:-
   
   Letters – within 21 days or earlier
   
   E-mails – within 48 hours of receipt. This may include a ‘holding’ message advising you that the member of staff you require is away from the office. If your enquiry is urgent please contact EBS via a different communication method
   
   Telephone calls - within 48 hours or earlier.
   
   
6. Limitations of our liability
   
   In accordance with the Institute of Chartered Accountants in England and Wales we are covered by indemnity insurance to the value of £650,000 for each and every claim. We shall not be liable to you for the consequences of any failure or delay in performance of your instructions if it is due to any event beyond our reasonable control including without limitation acts of war, industrial disputes, protest, fire, flood, storm, tempest explosion, acts of terrorism and national emergencies.
   
   You agree not to bring any claim in respect of loss or damage suffered by you arising out of or in connection with our engagement against any of our employees or agents.
   
   
7. Credit references
   
   We reserve the right to undertake credit reference checks on all our clients, and/or to ask clients to produce bank and other business references in appropriate circumstances.
   
   
8. Fees
   
   In the accompanying engagement letter, we have provided you with a detailed breakdown of our chargeable rates.
   
   Our charges will reflect the hourly rate which we have fixed as appropriate for all staff within the Firm. Please note that these rates are subject to periodic review, and any changes will be notified to you.
   
   Hourly rates are, however, not the only factor reflected in our charges, other influences may affect the final amount, including the complexity of the task, the urgency with which the work was carried out, the importance of the work to you as the client, the value of the transaction involved, and the responsibility falling on the Firm.
   
   We are aware that many clients prefer to know with some certainty what it will cost them to employ an accountant to deal with their business. Where this is possible for the work you have asked us to carry out, this will be given in a quotation letter.
   
   It is our standard practice to invoice clients at periodic intervals as we consider appropriate before final completion of the work. An interim invoice represents our charge for our work up to the date of the invoice, unless we tell you otherwise at the time. We do offer a monthly standing order payment plan for payment of fees. Please contact us if this would be of interest to you and this has not been offered.
   
   
9. Payment terms
   
   Our invoices are payable within 30 days from the date of invoice.
   
   We will exercise our statutory right to interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to our agreed credit terms.
   
   In accordance with the late payment legislation, EBS reserves the right to charge debt recovery costs of £40 for debts less than £1000 and £70 for debts over £1000.
   
   Interest on overdue invoices is calculated daily at the Bank of England base rate plus 8%.
   
   We may be forced to cease acting if payment of any fees billed is unduly delayed. However, it is not our intention to use these arrangements in a way, which is unfair or unreasonable.
   
   Unless we specifically agree with you otherwise, you will be responsible for paying our fees and expenses even if the transaction or other work is for any reason not concluded. In these circumstances, our charges will be calculated to reflect a fair and proper rate for the work we have carried out, whether or not a fixed rate was agreed for the successful completion of the whole work.
   
   Any complaint or dispute about any invoice should be notified to Jill Evenden within 14 days of the invoice date.
   
   Where we are acting on behalf of a company, invoices will be addressed to the company. However, in your capacity as a director or shareholder, you agree to guarantee personally the payment by the company of all our costs and disbursements. In the event that your company defaults on payment, you agree that this Firm is entitled to look to you for all or part of the sums outstanding.
   
   
10. Expenses ('Disbursements')
    
    Unless you have instructed otherwise, we shall assume that we have your authority to incur the usual disbursements and expenses (eg mileage) encountered in the ordinary course of the work we are instructed to carry out. We shall ask for your authority before incurring any disbursements or expenses which we consider to be substantial in the context of the work or from what we know of your individual circumstances. Disbursements and expenses are charged to you in addition to our fees. VAT is payable as appropriate on our fees, disbursements and expenses.
    
    
11. Commission or other benefits
    
    In some circumstances, commission or other benefits may become payable to us in respect of transactions which we arrange for you, in which case you will be notified inwriting of the amount we will retain.
    
    
12. Quality of service and complaints
    
    It is our objective to provide you with a first class service including responding promptly to your written and telephone enquires, clearly explaining issues involved, providing clear advice, keeping you informed as to the progress of the work and keeping you informed as to the level of fees incurred and likely to be incurred on conclusion of the work.
    
    As far as you are concerned, we rely upon you to respond promptly to our requests for information or instructions, and to notify us promptly of any change in circumstances relevant to the work we are doing for you.
    
    We wish to provide at all times a high quality of service. If at any time you would like to discuss with us how our service could be improved or if you are dissatisfied with the service you are receiving please let us know by contacting Jill Evenden.
    
    We undertake to look into any complaint carefully and promptly and to do all we can to explain the position to you. If we do not answer your complaint to your satisfaction you may take up the matter with the Institute of Chartered Accountants in England and Wales.
    
    
13. Storage of papers and records
    
    During the course of our work we will collect information from you and others acting on your behalf and will return any original documents to you following preparation of your return. You should retain them for 5 years following the 31 January following the end of the tax year. This period can be extended if HMRC enquire into your tax return.
    
    Whilst certain documents may legally belong to you, we intend to destroy correspondence and other papers that we store which are more than seven years old, other than documents which we consider to be of continuing significance. If you require retention of any document you must indicate that fact to us.
    
    
14. Confidentiality
    
    We shall keep confidential all information which concerns you and your business and is of a confidential nature, and shall not disclose it unless you authorise us to do so or we are required to do so by law.
    
    
15. Money laundering
    
    In common with all other firms of accountants, we are governed by regulations designed to prevent money laundering. As such we are obliged to obtain evidence of each client's identity from the onset of a particular transaction. We reserve the right to decline to act for any client who refuses to provide the information we require for this purpose.
    
    You should be aware that we are required by the money laundering regulations to disclose to the National Criminal Intelligence Service circumstances of a transaction where we consider that there is a suspicious element.
    
    
16. Third party rights
    
    These terms are not intended to create any right enforceable by a person not a party to the agreement between us and none will arise.
    
    
17. Law and jurisdiction
    
    The terms of our appointment (including these Terms of Business) are governed by and shall be construed in accordance with English law, and all disputes arising from or under our contract with you shall be subject to the exclusive jurisdiction of the English courts.
    
    
18. Regulatory requirement
    
    We reserve that right to disclose our files to regulatory bodies in the exercise of their powers.
    
    
19. Termination of instructions
    
    We expect to continue to act for you until we have finished the work concerned. Either you or we may bring these instructions to an end at any time by notifying the other. We shall do this only with good reason, such as if we recognise that there is a conflict of interest, or where you require us to break rules of professional conduct.
    
    

© 2006 EBS Chartered Accountants