Terms and conditions 

1. Who may instruct us

You confirm that you, and any other person you nominate in writing from time to time (provided we have acknowledged such nomination), are authorised to give us instructions and information on behalf of all persons we are acting for and to receive our advice and documents on their behalf.

If we are acting for a business, and we receive conflicting advice, information or instructions from different persons, we may refer the matter to the board of directors, partners or proprietors (as applicable) and act only as requested by them.

2. You and/or your spouse/partner

It will be specified within the service summary if our engagement and advice extends to not just you but also your spouse/partner. If so, we will advise you and your spouse/partner on the basis that you are a family unit with shared interests.  We may deal with either of you and may discuss with either of you the affairs of the other. If you wish to change these arrangements, please let us know.

3. Know your customer

We may be required to verify your identity for the purposes of the anti-money laundering laws. We may request from you such information as we require for these purposes and make searches of appropriate databases

4. Your responsibilities

You must provide us with all information necessary for dealing with your affairs including information which we reasonably request, in sufficient time to enable our services to be completed before any applicable deadline.  We will rely on such information being true, correct and complete and will not audit the information.

You authorise us to approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs.

You must keep us informed on a timely basis of changes in your circumstances that may affect our services. 

5. Qualifications on our services

To the extent our services involve the performance of services established by law, nothing in the engagement letter or these terms reduce our obligations under such law. 

You must not act on advice given by us on an earlier occasion without first confirming with us that the advice is still valid.

Our services are limited exclusively to those you have engaged us to perform.  Unless otherwise specified in the engagement letter, our services cannot be relied upon to disclose irregularities and errors, including fraud and other illegal acts, in your affairs. Neither an audit nor a review will be conducted and, accordingly, no assurance will be expressed.

Where our engagement is recurring, we may amend our engagement letter and these terms where we consider it is necessary or appropriate to do so.  If you do not accept such amendments, you must notify us promptly in which case you may terminate our engagement in accordance with section 18 below and those amendments will not apply prior to such termination. 

6. Reliance on advice

We will endeavour to record all advice on important matters in writing. Advice given verbally is not intended to be relied upon unless confirmed in writing. If we provide verbal advice (for example during a meeting or telephone conversation) that you wish to rely on, you must ask us to confirm the advice in writing.

7. Investment and financial advisory advice 

We will not provide you with investment or financial advice regulated under the Corporations Act 2001 (Cth) unless we have expressly agreed to do so in writing, specifying an applicable Australian Financial Services Licence number.

8. Professional obligations

We will comply with the professional and ethical standards of the Accounting Professional and Ethical Standards Board, available at apesb.org.au. This includes APES 110 Code of Ethics for Professional Accountants (including Independence Standards), which among other things contains provisions that apply if we become aware of any actual or potential 'non-compliance with governing laws or regulations' (NOCLAR). Where any such non-compliance poses substantial harm (such as serious adverse consequences to investors, creditors, employees, auditor, group auditor or the public), we may be required to disclose the matter to an appropriate authority. 

9. Conflicts of interest

We will inform you if we become aware of any conflict of interest in our relationship with you (including between the various persons this engagement letter covers) 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 will be unable to provide further services to some or all of the persons to whom this engagement applies. If this arises, we will inform you promptly.

We may act for other clients whose interests are not the same as or are adverse to yours, subject to the obligations of conflicts of interest and confidentiality referred to above.

10. Fees and payment 

Our fees will be charged on the basis set out in the engagement letter and have been set based on the level of skill, responsibility, importance and value of the advice, as well as the level of risk.  

If we have provided you with an estimate of our fees for any specific work, this is an estimate only and our actual fees may vary.

We may provide a fixed fee for the provision of specific services. If it becomes apparent to us, due to unforeseen circumstances, that a fixed fee is inadequate, we may notify you of a revised figure and seek your agreement to it.

In some cases, you may be entitled to assistance with your professional fees, particularly in relation to any investigation into your tax affairs by the ATO. Assistance may be provided through insurance policies you hold or via membership of a professional or trade body. Other than where such insurance 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 to be paid by someone else.

We will bill in accordance with the outlined pricing schedule, and our invoices are due for payment by the due date as indicated on your provided invoice. Our fees set out in our engagement letter are exclusive of GST which will be added to our invoice where it is chargeable. Any disbursements and expenses we incur in the course of performing our services will be added to our invoices where appropriate.

Unless otherwise agreed to the contrary, our fees do not include the costs of any counsel, or other professionals or third parties engaged with your approval.

Each client in your family unit or group of entities that you control, including yourself, comprises a group. Each client in the group authorises us to apply moneys held on their behalf towards payment of fees and disbursements, and to meet our bill of costs which have been rendered, and which have not been paid or disputed within 14 days after being issued.

Each client in the group is jointly and severally liable to pay our fees in respect of all work performed for all members of the group. We may require that payment of our fees be guaranteed by one or more people who are associated with the group but are not themselves our clients (for example, company directors). If you fail to provide the required guarantee, we may suspend work or terminate this engagement.

If we suspend work or terminate this engagement by reason of your failure to make payment or provide a guarantee as required, we will not be liable for any loss or damage suffered by any client in the group because of the suspension or termination.

Where the engagement is terminated, for whatever reason, to the extent permitted, we reserve the right to invoice, whether in full or any part thereof, any previously unbilled work in progress amounts.

By signing this engagement letter, you agree to indemnify Unlevered (Unlevered Pty Ltd trading as Unlevered) for any debt collection fees incurred in the event you do not pay any tax invoice by the due date.

We may charge interest on late paid invoices at the rate of 7% above the RBA cash rate. We may also suspend our services or to 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.

11. Lien

If permitted by law or professional guidelines, we may exercise a lien over all materials or records in our possession relating to all engagements for you until all outstanding fees, disbursements and work in progress amounts are paid in full.

12. Client monies

We do not maintain a trust account for dealing with client monies. As such we do not deal with any client monies.

13. Confidentiality

We will take all reasonable steps to keep your information confidential, except where: 

• we need to disclose your information to our service providers (including auditors of client monies if applicable) or regulatory bodies in performing the services, our professional advisers or insurers or as part of an external peer review from time to time. Our files may also be subject to review as part of the quality review program of Chartered Accountants Australia and New Zealand and CPA Australia. By accepting this engagement you acknowledge that, if requested, our files relating to this engagement will be made available under this program. We will take reasonable steps to ensure any such recipient (other than a regulatory body) keeps such information confidential on the same basis;

• we are required by law, regulation, a court of competent authority, or those professional obligations referred to in section 8 above, to disclose the information;

• we provide limited information (but only to the extent reasonably necessary) to potential purchasers (or their professional advisors) of our practice but we will take reasonable steps to ensure that any such recipient keeps the disclosed information confidential; or

• you give us permission to disclose the information.   

We may retain your information during and after our engagement to comply with our legal requirements or as part of our regular IT back-up and archiving practices. We will continue to hold such information confidentially.

We may mention that you are a client for promotional purposes.

14. Privacy

You must make all necessary notifications and obtain any necessary consents for us to process personal information you provide to us. We collect and use that personal information for the purposes of providing the services described in the engagement letter to you and we will comply with the Privacy Act 1988 (Cth) when processing that personal information. Our privacy policy provides further details of our privacy practices.  

15. Ownership of materials

We own the copyright and all other intellectual property rights in everything we create in connection with this engagement. Unless we agree otherwise, anything we create in connection with this agreement may be used by you only for the purpose for which you have engaged us.

All working papers prepared by us (in any form whatsoever, including physical and electronic) remain our property. We will retain these papers in accordance with our normal record keeping practices in accordance with our professional and legal obligations. 

You agree we can use your logos and trade marks for the sole purpose of providing advice to you in connection with the engagement, unless you tell us otherwise.

16. Limitation of liability

Our liability is limited by a scheme approved under Professional Standards Legislation. 

You agree not to bring any claim against any of our principals, partners, directors, shareholders or employees in their personal capacity.

To the maximum extent permitted by law, we are not liable to you for:

• indirect, special or consequential losses or damages of any kind; or

• liability arising due to the acts or omissions of any other person or circumstances outside our reasonable control, or your breach of these terms.

17. Limitation of third party rights

Our advice and information is for your sole use, and we accept no responsibility to any third party, unless we have expressly agreed in the engagement letter that a specified third party may rely on our work.  

18. Termination

Each of us may terminate this agreement by giving not less than 21 days' notice in writing to the other party except where a conflict of interest has arisen, you fail to cooperate with us or we have reason to believe that you have provided us or any other person with misleading or factually inaccurate information, in which case we may terminate this agreement immediately. Termination will not affect any accrued rights.

19. Communication

You must advise of any changes to your contact details.  We may send any communications to the last contact details you have provided. Unless you instruct us otherwise we may, where appropriate, communicate with you and with third parties via email or by other electronic means. The recipient is responsible for virus checking emails and any attachments. There is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties in any form of communication, whether electronic, postal or otherwise.  We are not responsible for any such matters beyond our control. 

20. Applicable Law

Our engagement is governed by New South Wales law.  The courts sitting in that State will have non-exclusive jurisdiction in relation to any dispute between us. 

21. Interpretation

If any provision of the engagement letter or these terms is void, that provision will be severed and the remainder will continue to apply.  If there is any conflict between the engagement letter and these terms, these terms prevail.

22. Disputes and complaints

If you have any concerns about our costs or services, please speak to the person responsible for this engagement, who is identified in our engagement letter.  To resolve your concerns we have policies and procedures in place to deal appropriately with complaints and will use best endeavours to resolve a complaint or dispute to the mutual satisfaction of the parties involved. We may require you to detail your complaint in writing to allow us to fully investigate any concerns that you raise. 

Where your complaint concerns a tax agent service that we have provided, you also have the right to make a complaint to the Tax Practitioners Board in accordance with their complaints process described here https://www.tpb.gov.au/complaints. 

23. Third party responsibilities

We may utilise outsourced service providers and cloud computing service providers, including:

• Accurium located in Australia as our platform for obtaining actuarial certificates that are used in SMSF compliance

• Annature located in Australia as our platform for electronic signing

• BGL Simple Fund 360 located in Australia as our platform for SMSF compliance and processing and storing client information

• BGL Smart Docs located in Australia as our platform for source document conversions and storing client information

• BOMA Marketing located in Australia as our platform for newsletter circulation and storing client information

• Business Fitness and Active Workpapers located in Australia as our platform for work papers and work programs, and storing client information

• Common Ledger located in Australia as our platform for data plumbing services and storing client data

• Content Snare in Australia is our platform used to capture client sensitive information, used to fetch client data and for storing client information

• Domatech Pty Ltd located in Australia as our external IT consultant

• FYI located in Australia as our platform for workflow management, document storage and storing client information

• Hubdoc located in New Zealand as our platform for expense capturing, management and processing and storing client information

• Ignition with servers hosted by AWS in various locations as our client engagement, invoicing, payment and service management tool

• iPracticeHUB located in Australia as our ATO document disseminator and storing client information

• Koinly located in the United States of America as our platform to help with calculating taxes on cryptocurrency trades

• Microsoft in the United States of America as our platform for document creation, communication and storing client information

• MYOB located in Australia as an alternative for customers not wanting to use Xero ledger

• NowInfinity in Australia as our platform for managing the corporate compliance process and storing client information

• Practice Protect in Australia as our platform to help with managing our exposure to cybersecurity threats

• ShareSight located in Australia is our platform for investor compliance and processing and storing client information

• Syft Analytics located in South Africa is our platform for data analytics and visualisation, and storing client information

• TOA Global in the Philippines to act as our back office and help with value-add services such as, bookkeeping and payroll processing

• Xero with servers hosted by AWS in various locations as our platform for invoicing, accessing your Xero ledger, workflow management and storing client information

• XOnBoard located in Australia as our platform for onboarding clients' employees and storing client information

• and other third parties from time to time and as separately notified to you

To perform the services, we may provide these third parties with access to your data to the extent this is required to perform the services.

Your data will be stored in servers physically located in Australia (unless otherwise specified) and in accordance with the security practices of the third-party service provider and our Privacy Policy.

24. Consumer Data Rights

You may consent for an Accredited Data Recipient under the Consumer Data Right (CDR) to disclose your CDR data to us.  You may nominate us as your Trusted Adviser for this purpose.  As your Trusted Adviser, we will only access the data necessary to provide the services in this engagement letter.

25. Register of Tax Agents and BAS Agents available for you to search

The Tax Practitioners Board (TPB) maintains a register with details of registered, suspended and deregistered tax and BAS agents.  This register is available to the public to search at https://www.tpb.gov.au/public-register. 

You may wish to confirm the registration status of the practice here or that of its directors here and here.

26. Expectations

To help us give you and your business the best service possible, please be:

• thorough by ensuring your records are complete before you send them to us

• reliable by ensuring your records are accurate and dependable

• honest by being open and straightforward about your situation

• accurate by double-checking that all the information in your financials and or returns is correct

In addition to the above and unless agreed otherwise, you will need to:

• automate all data feeds for efficiency

• automate expense management.

• invoice customers and chase them up for payment.

• do your banking.

• pay your staff correctly and on time.

• automate super.

• maintain staff leave.

• ensure that employment contracts are robust, compliant and fit for purpose.

• cover costs we might incur on your behalf in servicing you.

• respond quickly when asked for information.

• be polite by treating our staff with kindness and respect. If we ask for details, it's just so we can serve you better.

Moreover, we expect that all our information needs will be met electronically. Where this is not the case and we need to digitise your documents, a Document Concierge charge will be payable.