Engagement Terms and Conditions
These Engagement Terms and Conditions (“Terms”) apply to your engagement with Accolution Pty Ltd (we/our) for any services undertaken for you and/ or your associated entities.
OUR SERVICES
We will provide the services in our quotation / proposal to you in a professional and timely manner.
Additional work requested or variations to the scope of services quoted will result in extra fees where we determine necessary.
YOUR RESPONSIBILTIES
For our relationship to be mutually beneficial:
You agree to pay for the services agreed upon during the term of our relationship.
You will provide the requested information promptly for the services to be properly performed, including access to online systems, records, accounts, technology, etc.
We will receive cooperation from you, your employees, consultants, contractors, etc. and will be able to rely on the accuracy of information provided by them, without independently verifying it.
You will retain responsibility for the use of, or reliance on advice or recommendations supplied by us in the delivery of the services.
We will rely on the accuracy and completeness of the information supplied by you.
RESPONSIBILITY FOR INFORMATION
Any reports issued or conclusions reached by us shall be based upon information provided by you and on your behalf, and we shall not be verifying its accuracy (unless we have expressly agreed to do so).
Accordingly, we assume no responsibility and make no representation with respect to the accuracy or completeness of any information or material provided by you or on your behalf. To the extent that any such information is inaccurate or incomplete, this could have a material effect upon the conclusions in the reports we generate.
RESPONSIBILITIES & MAINTENANCE OF ACCOUNTING RECORDS
The law places the responsibility for the maintenance of accounting records on you. Depending on the services we are engaged to perform, we may review, update and compile these records during the process of undertaking our work. We do not verify the truthfulness or accuracy of the figures or other information provided by you or software used on your behalf, it is your responsibility to ensure the accuracy.
For example, any entity carrying on a business is generally required to keep records that support all transactions including supporting documentation for GST/sales tax, payroll and related taxes, superannuation, business income and expenses, etc.
OWNERSHIP OF DOCUMENTS
All original documents obtained from you arising from the engagement shall remain your property. However, we reserve the right to make a reasonable number of copies of the original documents for our records.
Our engagement will result in the production of work papers (work papers may include reconciliations, reports, etc.) . Ownership of these documents will vest in you. All other documents produced by us in respect of this engagement will remain the property of the firm, subject to any statutory obligations.
SCOPE
The extent of our services will be limited to those included in our quotation. No audit or review will be performed, and no assurance will be expressed. Our services cannot be relied upon to disclose irregularities including fraud, other illegal acts and errors and may exist. However, we will inform you of any such matters that come to our attention.
The services provided are solely for your benefit, other persons or entities may not rely on the advice or information provided to you by us. It is your responsibility to review the work and final reports prepared by us.
You agree that you are solely responsible for complying with all laws, taxes, and tariffs applicable to your business operations and will hold harmless, protect and defend us from any claim, suit or penalty. This includes, but is not limited to, GST, PAYG withholding, PAYG tax instalments, Superannuation, income tax, FBT, etc.
BAS AGENT
By accepting the terms of this engagement, you consent to the appointment of Accolution Pty Ltd as your BAS Agent (BAS Agent # 25839510). Appointing us as your BAS Agent provides us with authority to view, prepare and lodge Australian Taxation Office (ATO) documents and forms on your behalf using online services provided by the ATO and, or online services that integrate and synchronise with the ATO. The documents and forms may relate to Goods and Services Tax (GST), Pay As You Go Withholding and income tax instalments (PAYG) and other activity statement matters.
GST & ACTIVITY STATEMENTS
Where preparation and lodgement of Business Activity Statements are required, a general review of GST related transactions may be made if full details of such transactions are provided. However, our engagement cannot be relied upon to ensure correct GST treatment of all transactions. It is your responsibility to highlight any transactions for review and ensure the accuracy of the GST information transmitted on Business Activity Statements to the ATO
PAYROLL RESPONSIBILITIES
You accept responsibility to ensure that employee entitlements, including wages, leave, etc., are correct and meet all applicable legislation or awards. You will provide us the pay rates, entitlements, etc. and verification of the ongoing pay rates and entitlements remain your responsibility.
We will assist you with the accounting aspects of payroll and you agree that we will not be liable or responsible for determining or verifying employee pay rates or entitlements. You agree to hold harmless, protect and defend us should any claim or action arise from incorrect payroll award rates.
SUPPLIER PAYMENTS
We will rely on the accuracy of information obtained from suppliers and you in preparation of the supplier payments. You agree to review, verify and, or approve the validity of the supplier information received and accept responsibility for its accuracy. You agree to promptly notify us of any errors, discrepancies, or unauthorised transactions in connection with the service. If you delegate any of this authority to us, you still maintain responsibility for the accuracy, unless specifically agreed in writing and signed by duly authorised representatives of both companies.
PAYMENT PROCESSING
Our services may include scheduling supplier payments in your online banking platform, providing ABA files for payment processing, providing superannuation payment approval files, etc. You are responsible for reviewing the accuracy of all information prior to making or approving the payment. We accept no responsibility for inaccurate or erroneous payments including those made by us on your behalf, if you have delegated that authority to us.
FEES
Our fees will be charged on the basis set out in our proposal and will be subject to GST except where supplies made are GST free (e.g. exported services).
If we incur any expense or disbursement on your behalf, we will charge you accordingly and where incurred pass on any payment related fees.
CARD PAYMENT OF OUR FEES
Our standard practice is to request that you pay our invoices using a card, via our online payment gateway. You authorise us to charge your card and agree to the purchase of the services on the invoice. You also authorise us to electronically store your card information in a PCI-compliant manner by using third-party PCI compliant vendors. You acknowledge that we are unable to confirm if the card has been used by the card owner or a representative and accept all charges on your card unless we are notified within 15 days of the charge.
AUTOMATIC CARD PAYMENT AUTHORISATION
You authorise us to automatically charge the stored card for payment of future invoices. This authorisation will remain in effect until you cancel it in writing.
PAYMENT OF OUR FEES
Payment of our fees and expenses shall be within 7 days of the date of any invoice. Where our fees are not paid within 30 days we may suspend provision of all services until all sums due are paid in full.
TERMINATION
Each of us may terminate this Agreement with 30 days written notice to the other party. Termination may be immediate if either party has committed a material or persistent breach of its obligations under this Agreement or if both parties agree.
Termination of services does not affect your obligation to pay us for Services rendered up to the date of termination.
ELECTRONIC MAIL
Electronic mail and communication is not secure and any files transmitted may, among other things, be recorded, copied, interfered with or read by a third party while in transit. You agree to release us from any claim that may result from any unauthorised recording, copying, interference or reading of a file or document that has been transmitted electronically, as well as any damage caused to your systems or documents.
CONFIDENTIALITY AND NON-DISCLOSURE
We both acknowledge that, during the services, either of us may be exposed to or acquire information that is proprietary or confidential to the other. We both agree to hold such information in strict confidence, and not to disclose the information except as may be required by law or with express consent of the confidential information owner.
We may utilise third parties in several circumstances to provide services to you in respect of your engagement, which may in turn require the disclosure of your information. These may include but are not limited to the following:
Outsourced contractors, which may include both Australian and Overseas contractors. These services may include bookkeeping, BAS services, payroll, accounting, and other administrative functions required to be undertaken in relation to your engagement.
Acceptance of our services in conjunction with this engagement indicates your acceptance of the use of these third parties for services as described and the provision of your information where required to facilitate those services. Where the outsourced service requires the disclosure of personal information to an overseas recipient a consequence of your consent is that we will be required to take reasonable steps to ensure that the Australian Privacy Principles are complied with by the overseas recipients of the Personal Information.
PRIVACY
We may collect personal information about you, your representatives, your clients and others when we provide services to you. If we do, you agree to work with us to ensure that we both meet the obligations that we each may have under the Privacy Act 1988 (Cth) (as amended) (Privacy Act). The obligations may include notifying the relevant person to whom the personal information relates who we are and how we propose to use their personal information. Where you have collected personal information, you confirm that you have collected the personal information in accordance with the Privacy Act, that you are entitled to provide this personal information to us and that we may use and disclose the personal information for the purpose/s of us providing our services to you. We will handle personal information in accordance with the Privacy Act.
PROBLEM RESOLUTION
If at any time you would like to discuss how our services can be improved or if you have a complaint about them you are invited to get in touch with your account manager or our managing director. We will investigate any complain promptly and do what we can to resolve the difficulties.
If the problem cannot be resolved, we both may agree to terminate the services which will be communicated and agreed in writing. Alternatively, if the problem is significant and cannot be resolved, we both agree to enter into mediation or some other form of alternative dispute resolution the cost of which will be equally shared by both parties.
LIMIATION OF LIABILITY
Skill and care
Accolution will use reasonable skill and care in the provision of the services, however, we assume no responsibility or liability for the accuracy of documentation or data (electronic or otherwise) supplied by you. We will strive to correct errors made by our staff in the course of working on your accounts. It is imperative and agreed by you, that you will perform a full review of your accounts and related data following the provision of our services. You must review all work completed by us within 30 days of the work being completed, and any changes must be brought to our attention immediately. After 30 days no liability for incorrect entry will be accepted by us.
To the extent permitted by law, we exclude all warranties, conditions or terms, other than those expressly set out in these terms and conditions including, but not limited to, all warranties, conditions or terms implied in fact or by law. Nothing in this clause has the effect of excluding, restricting or modifying any non-excludable statutory condition, warranty, guarantee, right, remedy or other benefit that is preserved by the Trade Practices Act 1974 (Cth) (or any other Act).
Limitation of remedy
In all instances, other than as expressly set out in these terms and conditions, the total aggregate liability of Accolution to the client for loss or damage (including indirect and consequential loss or damage), caused by, resulting from, or in relation to the services, including whether arising from breach of contract, negligence, or any other tort, in equity or otherwise, and whether or not we were advised of the possibility of such loss or damage, is limited (to the extent permitted by law) to an amount equal to the total amount paid by you to us, for the services in question, in the three months immediately preceding the claim.
Liability cap
The client agrees that, where the Professional Standards Bill 2004 (SA) or similar legislation in any state or federally (“the Act”) applies to limit the liability of us, it overrides any clause in these terms and conditions that provides for a limit of liability in excess of the amounts provided by the Act, but does not override any clause that provides for a limit of liability below the amounts provided by the Act.
INDEMNIFICATION
You agree to indemnify and hold us harmless against any and all losses, claims, costs, expenses, actions, demands, damages, liabilities, or any other proceedings, whatsoever incurred by us in respect of any claim by a third party arising from or connected to any breach by you of your obligations under this Agreement.
We shall not be liable for any losses, claims, expenses, actions, demands, damages, liabilities, or any other proceedings arising out of reliance on any information provided by you or any of your representatives, which is false, misleading or incomplete. You agree to indemnify and hold us harmless from any such liabilities we may have to you or any third party as a result of reliance by us on any information provided by you or any of your representatives, which is false, misleading or incomplete.
APPLICABLE LAW
This contract shall be governed by and interpreted in accordance with the laws of the State of South Australia and the Courts of that State have exclusive jurisdiction in relation to any claim, dispute or difference concerning the contract and any matter arising from it. The parties irrevocably waive any right they may have to object to any action being brought in those Courts, to claim that the action has been brought to an inconvenient forum or to claim that those Courts do not have jurisdiction.