AGREEMENT TO OUR LEGAL TERMS

​We are Eminence Bookkeeping. You can contact us by email at enquiries@eminencebookkeeping.co.uk.

​

These Legal Terms constitute a legally binding agreement made between you, and Eminence Bookkeeping, concerning you access to and use of our website and services. You agree that by accessing the website and services, you had read, understood and agreed to be bound by all of these legal terms.

​

We reserve the right to make changes or modifications to these Legal Terms at any time and for any reason. These Terms & Conditions are under regular review and may change from time to time. The updated version will be indicated by an updated Terms & Conditions date at the top of this Notice. If we make material change to these Terms & Conditions, we may notify you by sending you a direct email. We encourage you to review any updates made to these Terms & Conditions to ensure that you are correctly informed. You will be subject to and will be deemed to have been made aware of and to have accepted any changes in any revised Legal Terms by you continued use of our services after the date such revised Terms & Conditions are posted.

​​

​

1. OUR SERVICES

The information provided when using our services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access our services from other locations do so on their own initiative and are solely responsible for compliance with local laws, and to the extent the local laws are applicable.

​​

​

2. APPLICABLE LAW

These terms and conditions, our engagement letters, and the schedule of services are all governed by, and should be construed in accordance with English law. Each party agrees that 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. Each party irrevocably waives any right 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.

​​

​

3. REGISTRATION AND AUTHORISATION

Eminence Bookkeeping is registered with the Institute of Certified Bookkeepers (ICB) as a certified bookkeeper and can provide proof of certification if required. We are not registered as auditors.

​​

​

4. CLIENT MONIES

Eminence Bookkeeping do not operate a Client Bank Account and therefore are not able to hold any funds on your behalf. Fees paid by you in advance for professional work to be performed by us and clearly identifiable as such will not be regarded as clients' monies.

​​

​

5. CONFIDENTIALITY

Communication between us is confidential and we shall take all reasonable steps to keep confidential your information except as required by law or as provided for in regulatory, ethical or other professional pronouncements applicable to us or our engagement.

​

You agree that if we act for other clients who may be deemed as your competitors, it will be sufficient enough for us to take such steps as we feel appropriate to preserve the confidentiality of information given to us, both during and after our engagement.

​

If we use cloud-based software and systems, we will ensure that the confidentiality of your information is maintained.

​​

​

6. CONFLICTS OF INTEREST

We will inform you if we become aware of any conflict of interest in our relationship with you or in our relationship with you and another client. Where conflicts are identified which cannot be managed in a way that protects your interests, then we regret that we will be unable to provide further services. If this arises, we will inform you promptly. We reserve the right to act for other clients whose interests are not the same as or are adverse to yours, subject, of course, to the obligations of confidentiality referred to above.

​

If there is a conflict of interest that is capable of being addressed successfully by the adoption of suitable safeguards to protect your interests then we will adopt those safeguards. Where possible this will be done based on your informed consent. We reserve the right to act for other clients whose interests are not the same as or are adverse to yours subject of course to the obligations of confidentiality referred to above.

​​

​

7. DATA PROTECTION

Eminence Bookkeeping complies with the provisions of the General Data Protection Regulation (GDPR) when processing personal information about you, your directors or employees.

​

Processing means:

• Obtaining, recording or holding personal data; or

• Carrying out any operation or set of operations on personal data, including collecting and storage, organising, adapting, altering, using, disclosure (by any means) or removing (by any means) from the records manual and digital.

​

The information that we obtain, process, use and disclose will be necessary for:​

• The performance of the contract.

• To comply with our legal and regulatory compliance and crime prevention.

• Contacting you with details of other services where you have consented us to do so.

• Other legitimate interests relating to protection against potential claims and disciplinary action against us.

​

We shall maintain reasonable and appropriate security measures to protect against unauthorised or unlawful processing of client personal information and against accidental loss or destruction of, or damage to client personal information.

​

Please read our Private Policy which contains further details on the processing of data.

​

​​

8. ELECTRONIC AND OTHER COMMUNICATION

As instructed, we may communicate with you and with and third parties you instruct us to via email or other electronic means. The recipient is responsible for virus-checking emails and attachments.

​

With electronic communication, there is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties. We use virus-scanning software to reduce the risk of viruses and similar damaging items being transmitted through emails or electronic storage devices. However, electronic communication is not completely secure, and we cannot be held responsible for damage or loss caused by viruses, nor for communications that are corrupted or altered after dispatch. Nor can we accept and liability for problems or accidental errors relating to this means of communication, especially in relation to commercially sensitive material.

​

These are risks you must accept in return for greater efficiency and lower costs. If you do not wish to accept these risks, please let us know and we will communicate by paper mail, other than where electronic submission is mandatory.

​

Any communication by us with you sent through the post is deemed to arrive at your postal address via Tracked Delivery two working days after the date the document/s were sent.

​

When accessing information held electronically by HMRC, we may have access to more information than we need and will only access records reasonably required to carry out the contract.

​

You are required to keep us up to date with accurate contact information at all times. This is important to ensure that communications are not sent to the incorrect emailing or mailing address.​

​​

​

9. FEES AND PAYMENT TERMS

Our fees may depend not only upon the time spent on your affairs but also on the level of skill and responsibility, and the importance and value of the advice that we provide, as well as the level of risk.

​

If we provide you with an estimate of our fees for any work, then the estimate will not be contractually binding unless we explicitly state that that will be the case. Our fees are worked out depending on what services you require, and how frequent. 

​

We generally bill monthly, however annual payments are accepted at a discounted rate. Our invoices will be due by the first of the month and are paid in arrears. This means that payment will be made for the services completed in the month following. Any additional charges / services completed at your request will be listed on the invoices accordingly.

​

We reserve the right to review our fixed prices annually and adjust the fees accordingly. Our fixed fees are quoted on the basis that you can provide us with an up-to-date trial balance for us to work from. Fixed fees do not include resolving problems, correcting work or recalculating work that has been carried out by you or your previous agents. If it is found that such work is required, we would discuss the situation and additional fees with your prior knowledge will be added to your initial payment.

​

When preparing accounts under a fixed fee arrangement, we will make one set of amendments that you require, and issue on full set of revised accounts. Any other amendments will be subject to additional charges.

​

Unless otherwise agreed, our fees do not include the costs of any third party, counsel or other professional charges. If these costs are incurred to fulfill our engagement, such necessary additional charges may be payable by you.

​

We reserve the right to charge interest at a rate of 8% plus the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998. We also reserve the right to suspend or cease to act for you on giving written notice if payment of any fees is unduly delayed. We intend to exercise these rights only where it is fair and reasonable to do so.

​

In some cases, you may be entitled to assistance with your professional fees, particularly in relation to any investigation into your tax affairs by HMRC. Assistance may be provided through insurance policies you hold or via membership of a professional or trade body. Other than where such a service was arranged through us, you will need to advise us of any such insurance cover that you have. You will remain liable for our fees regardless of whether all or part are liable to be paid by your insurer.

​

We are not a VAT registered company, therefore you will not be charged VAT on your invoices.

​

On termination of the engagement, you may appoint a new adviser. Where a new adviser requests professional clearance and handover information, we reserve the right to charge you a reasonable fee for the provision of the handover, depending on the time and level of handover information that is required.​​

​

​

10. INTELLECTUAL PROPERTY RIGHTS

OUR INTELLECTUAL PROPERTY

We are the owner or the licensee of all intellectual property rights, including all source codes, databases, functionality, software, web designs, audio, video, text, photographs and graphics, as well as all trademarks, service marks and logos.

​

Our content and marks are protected by copyright and trademark laws. The content and marks are provided in or through our website and services for your personal, non-commercial use or internal business purpose only.

​​​

YOUR USE OF OUR SERVICES

Subject to your compliance with these Legal Terms, we grant you a non-exclusive revocable licence to:

​

• Access our website and services.

• Download or print a copy of any portion of the content to which you have properly gained access (solely for your personal use).

• ​

Except as set out in this section or elsewhere in our Legal Terms, no part of our services, content or marks may be copied, reproduced, aggregated, republished, uploaded, encoded, translated, posted, publicly displayed, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, with our express prior written permission.

​

We reserve all rights not expressly granted to you in and to the services, contents and marks.

​

Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our services will terminate immediately.

​

YOUR SUBMISSIONS

By sending us any question, comment, suggestion, idea, feedback or other information about the services we provide, you agree to assign to us all intellectual property rights in such submission. You agree that we shall own this submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgement or compensation to you.

​​

​

11. INTERPRETATION

If any provision of the terms and conditions, engagement letter or schedules is held to be void, then that provision will be deemed not to form part of this contract.

​

In the event of any conflict between these terms of business and the engagement letter or appendices, the relevant provision in the engagement letter or schedules will take precedence.​​​​

​

​

12. INTERNAL DISPUTES

If we become aware of a dispute between the parties who own or are in some way involved in the ownership and management of the business, it should be noted that our client is the business, and we would not provide information or services to one party without the express knowledge and permission of all parties.

​

Unless otherwise agreed by all parties we will continue to supply information to the registered office or normal place of business for the attention of the directors, partners or trustees. If conflicting advice, information or instructions are received from different directors, partners or trustees in the business we will refer the matter back to the board of directors or the partnership and take no further action until the board or partnership has agreed the action to be taken.

​

​

13. INVESTMENT SERVICES AND INSOLVENCY ADVISE

Investment business is regulated under the Financial Services and Markets Act 2000 and the Financial Services Act 2012. If, during the provision of professional services to you, you need advice on investments, including insurances, we may have to refer you to someone who is authorised by the Financial Services Authority or licensed by a Designated Professional Body as we are not.​

​

If you need advice regarding insolvency, we may ask you to contact an insolvency practitioner. We do not give insolvency advice.

​

​

14. LIEN

Insofar as we are permitted to do so by law or professional guidelines, we reserve the right to exercise a lien over all documents and records in our possession relating to all engagements for you until all outstanding fees and disbursements are paid in full.

​

​

15. LIMITATION OF LIABILITY

We will provide our services with reasonable care and skill. Our liability to you is limited to losses, damages, costs and expenses caused by our negligence or wilful default.

​

We will not be liable if such losses, penalties, surcharges, interest, or additional tax liabilities are due to the acts or omissions of any other person or due to the provision to us of incomplete, misleading or false information or if they are due to a failure to act on our advice or a failure to provide us with relevant information. In particular, where we refer you to another firm whom you engage with directly, we accept no responsibility in relation to their work and will not be liable for any loss caused by them.

​

We will not be liable to you for any delay or failure to perform our obligations under this engagement letter if the delay or failure is caused by circumstances outside our reasonable control.

​

We will not be responsible or liable for any loss, damage or expense incurred or sustained if information material to the service we are providing is withheld or concealed from us or wrongly misrepresented to us or from fraudulent acts, misrepresentation, or wilful default on the part of any party to the transaction and their directors, officers, employees, agents or advisers. This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures which we have agreed to perform with reasonable care and skill) have been evident to us without further enquiry.

​

You agree to indemnify us and our agents in respect of any claim (including any claim for negligence) arising out of any unauthorised disclosure of our advice and opinions, whether in writing or otherwise. This indemnity will extend to the cost of defending any such claim, including payment at our usual rates for the time that we spend in defending it.

​

You have agreed that you will not bring any claim of a kind that is included within the subject of the limit against any of our principals/ directors/members or employees, on a personal basis.

​

​

16. LIMITATION OF THIRD PARTY RIGHTS

The advice and information we provide to you as part of our service is for your sole use and not for any third party to whom you may communicate it unless we have expressly agreed in the engagement letter that a specified third party may rely on our work. We accept no responsibility to third parties, including any group company to whom the engagement letter is not addressed, for any advice, information or material produced as part of our work for you which you make available to them. It may not be used or relied upon for any other purpose or by any other person other than you without our prior written consent. A party to this agreement is the only person who has the right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.

​

​

17. TERMINATION

Each of us may terminate our agreement by giving no less than 21 days' notice in writing to the other party except where you fail to cooperate with us or we have reason to believe that you have provided us or HMRC with misleading information, in which case we may terminate this agreement immediately. Termination will be without prejudice to any rights that may have accrued to either of us prior to termination.

​

We reserve the right to terminate the engagement between us with immediate effect in the event of: your insolvency, bankruptcy or other arrangement being reached with creditors; an independence issue or change in the law which means we can no longer act; failure to pay our fees by the due dates; or either party being in breach of their obligations if this is not corrected within 30 days of being asked to do so.

​

In the event of termination of our contract, we will endeavour to agree with you the arrangements for the completion of work in progress at that time, unless we are required for legal or regulatory reasons to cease work immediately. In that event, we shall not be required to carry out further work and shall not be responsible or liable for any consequences arising from termination.

​

​

18. PROFESSIONAL RULES AND STATUTORY OBLIGATIONS

We will observe and act in accordance with the by-laws, regulations, and ethical guidelines of the Institute of Certified Bookkeepers (ICB) and will accept instructions to act for you on this basis.

​

You are responsible for bringing to our attention any errors, omissions, or inaccuracies in your returns that you become aware of after the returns have been submitted in order that we may assist you to make a voluntary disclosure.

​

In particular, you give us the authority to correct errors made by HMRC where we become aware of them. In addition, we will not undertake tax planning which breaches professional conduct in relation to taxation. We will therefore comply with the general anti-abuse rule and the targeted anti-avoidance rule. We will not be liable for any loss, damage or cost arising from our compliance with statutory or regulatory obligations. 

​

​​

19. QUALITY OF SERVICE

We aim to provide a high quality of service at all times. If you would like to discuss with us how our service could be improved or if you are dissatisfied with the service that you are receiving, please let us know by contacting us at enquiries@eminencebookkeeping.co.uk. We undertake to investigate any complaint carefully and promptly and to do all we can to explain the position to you.

​​

​

20. RELIANCE ON ADVICE

We will endeavour to record all advice on important matters in writing. Advice given orally is not intended to be relied upon unless confirmed in writing. Therefore, if we provide oral advice (for example during the course of a meeting or a telephone conversation) and you wish to be able to rely on that advice, you must ask for the advice to be confirmed by us in writing. Because rules and regulations frequently change, and your circumstances may change, you must ask us to confirm any advice already given if a transaction is delayed or a similar transaction is to be undertaken.​

​

​

21. RETENTION OF RECORDS

You have a legal responsibility to retain documents and records relevant to your tax affairs. During the course of our work, we may collect information from you and others relevant to your affairs. We will return any original documents to you if requested.

​

When we cease to act for you, we will seek to agree the position on access to cloud-accounting records to ensure continuity of service. This may require you to enter direct engagements with the software providers and pay for that service separately. 

​

The period of retention may vary but is typically 6 years. To ensure Eminence Bookkeeping is compliant with these requirements, we retain all data for a period of 7 years after your services cease with us.

​​

​

22. INSURANCE

Our professional indemnity insurer is Chiswell Insurance through Simply Business.

​

​

23. TIMING OF OUR SERVICES

If you provide us with all information and explanations on a timely basis in accordance with our requirements, we will plan to undertake the work within a reasonable period of time to meet any regulatory deadlines. However, failure to complete our services before any such regulatory deadline would not, of itself, mean that we are liable for any penalty or additional costs arising.

​​

​

24. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorney's fees and expenses, made by any third party due to or arising from:

​

• The use of our services.

• Breach of these Legal Terms.

• Any breach of your representations and warranties set forth in these Legal Terms.

• Your violation of the rights of a third party, including but not limited to intellectual property rights.

• Any overt harmful act toward any other user of our services with whom you connected with via our services. 

​

Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, without defence of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

​

​

25. USER REPRESENTATIONS

By using our website and services, you represent and warrant that you have the legal capacity and you agree to comply with these Legal Terms, you are not a minor in the jurisdiction in which you reside, you will not use our website or services for any illegal or unauthorised purpose, and your use of our website or services will not violate any applicable law or regulation.

​

​If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of our services.​​​​

​

​​

26. CONTACT US

If you have any questions or concerns regarding these Terms and Conditions, you may email us at enquiries@eminencebookkeeping.co.uk.

​

​

​