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Terms and Conditions

The following terms of engagement shall apply to all Services provided by Us to You.

1. Scope:
1.1 Prior to the commencement of engagement, we will send You a letter recording the scope and cost of the Services You require to be delivered.

1.2 By signing/acknowledging this letter You confirm that You have read and accepted the scope and cost of Services and these Terms of Engagement.

2. Fees, Payment Terms, Interest and Collection Expenses
2.1 We will charge You the agreed hourly rate of $200 plus GST for work outside the scope of plans and fixed costs plus any associated costs invoiced monthly unless otherwise stated. Terms of payment are seven (7) days from the date of invoice, unless otherwise stated in the letter.
2.2 If you fail to make a payment by the due date You shall be liable to pay Us:
(a) Default interest on the amount outstanding calculated at 3.5% per month, and which shall accrue after as well as before judgement.

(b) All expenses, & administration fees, including collection costs from obtaining the services of a debt collection company and/or legal fees in relation to any overdue amount will be added to your account.

(c) Access to services will be suspended if accounts remain unpaid for longer than 2 months without correspondence and agreement of extension from Apex Accounting Limited.

(d) Non-payment of subscription costs for 2 months will result in your access will be revoked and subscription cancellation process will begin.

2.3 Onboarding and offboarding costs will be charged to all clients who end this contract within 12 months of signup date at $200 per hour.

2.4 Upon termination of services, subscription transfer must be completed within 2 days. If subscription transfer has not been accepted by departing client Apex Accounting Limited reserves the right to take action to cancel the subscription as if abandoned.

2.5 These Terms remain in place after termination of Service until all fees are paid.

2.6 Quotes/Estimates should not be regarded as a maximum, or a fixed fee quotation, and are likely to vary once the engagement commences. Where requested and where all the appropriate information is available, a quotation can be provided. All quotations will be in writing and we will make every endeavour to operate to that quoted amount subject to there not being a variation to the engagement. If a variation does occur to the engagement, then a quotation can be provided to undertake that variation. If a quotation is not requested, then we will operate on our normal hourly rate schedule.

2.7 Apex Accounting reserves the right to adjust fees periodically and agrees to provide written notice of any fee adjustments at least 30 days prior to the effective date of change. Continuing to use the services after receiving the notice of a price increase shall constitute as continuing acceptance of these terms.

If the customer does not wish to accept the new fees, they have the right to terminate that service by notifying Apex Accounting in writing within 30 days of notice without penalty and move to a time based arranagement at the standard hourly rate of $200 per hour.

2.8 Our hourly rate schedule includes a charge for equipment use and sundry office expenses. This includes mobile, laptops, and general office expenses. However, it does not include courier charges, third party fees, photocopying, large scale postage, phone calls (local and international), airfares, vehicle travel rates, accommodation, meals and parking expenses. Any out-of-pocket expenses and disbursements will be on-charged to you at cost and a full breakdown of those expenses can be provided upon request.

2.9 For large contracts, advance payments and progress payments may be requested and these can then be substantiated via submission of timesheets and monthly invoices. Our usual practice is to invoice at the end of the engagement or at the end of each month, whichever is the sooner. All invoices will be emailed to the designated person and a statement is not normally sent. Unless otherwise agreed, payment of our invoices is required within 7 working days of the invoice being issued.

3. Confidentiality And Information
3.1 Subject to clause 3.4, we will treat all information made available by You in connection with any engagement, as Strictly Private and Confidential
3.2 Each party will both comply with all applicable provisions of the Privacy Act 1993.
3.3 You permit Us to collect use and retain information concerning You, for the purpose of assessing the Your credit worthiness or to enforce any rights under these terms of engagement.
3.4 You permit Us to disclose information obtained to any person where we are required to do so by New Zealand Law.
3.5 You authorise us to request information from a third party on your behalf provided such information is reasonably required by Us to perform the Services.

3.6 You warrant that all information you provide to us is accurate, lawful and not misleading and in turn, we warrant that as much as we can reasonably foresee, the advice we provide to you is accurate. We will be entitled to rely upon the accuracy of all information provided by you, or by others on your behalf, without independently verifying it. We do not accept responsibility for advice provided which is partially based on incorrect information supplied from a third party or governmental agency.

3.7 As a member of ATAINZ, our work and files are subject to the review rules of ATAINZ, under which compliance with professional standards by members is monitored. These procedures and rules require us to disclose to ATAINZ, its reviewers and its disciplinary bodies our files, including client information. By allowing us to undertake any engagement (whether or not an engagement letter is signed by you), you acknowledge that if a request is received, our files relating to any engagements will be made available to ATAINZ, its reviewers and its disciplinary bodies. These parties are obliged to keep all information confidential.

3.8 Unless stated in some other agreement, all copyright and other intellectual property arising from the engagement or created by us in conjunction with the advice provided to you will remain our property.

3.9 Our preference is to supply all material and advice in electronic format. Although we take all normal and reasonable security precautions, we cannot warrant that these communications will be complete, secure and free from viruses or other defects or will not be delayed or fail to
be received. If you do not consent to the use of electronic communication in the course of providing the Services, you should notify us in writing.

4. Limitation of Liability
4.1 You acknowledge that any bookkeeping Services provided by us to you are limited to the collection, classification and summarisation of financial information supplied by You. You will supply complete information promptly at the times agreed so that We can undertake the Services.
4.2 We will not express any opinion on the accuracy of the material we compile or its suitability for purpose. We will not take active steps to identify weaknesses in your internal accounting system, errors, illegal acts or other irregularities (such as non compliance with law or fraud). If we become aware of any irregularities etc we will report them to You.
4.3 You acknowledge that the Services do not include an audit or review of your financial information and statements and accordingly we are not responsible for the accuracy of any material We prepare in reliance of any information provided by You.
4.4 If We are found to be liable to You (whether in contract, tort or otherwise) for any direct loss, damage or liability incurred by You in connection with the Services our total liability for all claims will be limited to [a refund of the amount of fees paid by You to Us in connection with the Services in respect of which the claim has arisen] or $500.00
4.5 You agree to indemnify Us against all direct, indirect and consequential losses, damages, costs (including legal fees), fines, penalties and the like to which We may become liable in connection with any Services provided to You.
4.6 Nothing in the Consumer Guarantees Act 1993 will apply where You are acquiring the Services for business purposes.

4.7 We are not responsible for any failure to advise on any matter that falls outside the scope of our engagement nor to provide updates to that advice after the initial advice has been given.

5. Duty of care: Our duty of care is to you or to the organisation that has engaged us and is not to any other person or entity. Our advice is to you, our client, and is not designed for any third party. Before any third party may rely on our advice, we must agree to this in writing. Unless required by law, you may not provide our advice to any third party or submit it to a government authority without our agreement.

6. Fee dispute: We keep our charges reasonable on the expectation we will be paid promptly. If you wish to dispute an invoice, please do so immediately rather than just not pay it and wait for a follow up from us. Fee disputes should be in writing to us, outline the grounds for the dispute, and your desired outcome. It is expected that you pay any amount not in dispute by the due date, leaving only the disputed amount to be resolved.

7. Disputes: The parties undertake to use all reasonable efforts in good faith to resolve any dispute which arises between them. If the parties fail to resolve the dispute, then the parties will try to settle their dispute by mediation before resorting to litigation. Either party may initiate mediation by giving written notice to the other party. The mediator should be agreed by the parties, but if the parties cannot agree on one within five business days after the mediation has been initiated, a request will be made to The President of the

New Zealand Law Society. Before the mediation commences, the parties and the mediator must sign a mediation agreement in an agreed form.

8. Non-disclosure Rights: Tax advice is subject to non-disclosure rights under the Tax Administration Act 1994 and may also be subject to legal privilege. If so, the Inland Revenue cannot require you to provide all of the advice given to them. You should not disclose tax advice to any other party, including the Commissioner of Inland Revenue and any of his/her officers without first obtaining professional advice. If the Inland Revenue request documentation, please seek advice as to what you are required to disclose. Disclosure to any other person may void the non-disclosure right.

9. Personal Tax Implications: Some of the matters on which we advise (e.g. employee share schemes, superannuation funds) may have personal tax implications for directors and employees. Unless advising on such personal tax implications is expressly included in the Services, we will not bear any liability to you or any relevant directors or employees in respect of those personal tax implications. You indemnify us against any claim by any such directors or employees in this respect.

10. Anti-Money Laundering and Foreign Account Tax Compliance We must comply with all laws binding on us in all applicable jurisdictions, including (but not limited to):

(a) The Anti-Money Laundering and Countering Financing of Terrorism Act 2009 (AML/CFT Act); and

(b) The United States Foreign Account Tax Compliance Act, the intergovernmental agreement between the United States and New Zealand relating to it, and relevant provisions of the Tax Administration Act 1994 (together referred to as FATCA).

Where required by the AML/CFT Act, FATCA or any other law binding on us (in any applicable jurisdiction), we will perform client due diligence and account monitoring, keep records, and report any unusual or suspicious transactions; and we may be required to assist any bank or other entity with whom we transact as your agent, or with whom we deposit money on trust for you, to comply with that entity’s legal obligations in any jurisdiction, and we may require you to promptly provide information and documents for these purposes from time to time. These may relate to you, any other relevant person (for example, any beneficial owner), the source of funds, the transaction, the ownership structure, tax identification details and any other relevant matter. We may retain the information and documents, provide them to a bank or other entity (where applicable) to deal with in accordance with their terms, and disclose them to any law enforcement or regulatory agency or court as required by law.

We, the bank or other entity may: suspend, terminate, or refuse to enter into a business relationship; delay, block or refuse to process a transaction (including by refusing to handle and deposit money on trust for you); and report a transaction, without notice if the required information or documents are not promptly provided or it is suspected that the business relationship or transaction is unusual, may breach any applicable law or may otherwise relate to conduct that is illegal or unlawful in any jurisdiction.

11. Termination of Services
11.1 We may cancel these Terms of engagement or cancel the Service by giving seven (7) days written notice to You. We shall not be liable for any loss or damage arising from such cancellation including but not limited to tax obligations, tax and Companies Office filing requirements.
11.2 You may cancel the Services of the contractor by giving seven (7) days notice in writing. You will be liable for any costs incurred by Us up to the date of termination, including any costs associated with termination.

11.3 Upon termination of services, subscription transfer must be completed within 2 days. If subscription transfer has not been accepted by departing client Apex Accounting Limited reserves the right to take action to cancel the subscription as if abandoned.

11.4 Upon termination of plan services within 12 months, any included subscription fees will become payable in full for the period the plan was in place and additional costs may be incurred for any work undertaken at the standard hourly rate. An offboarding fee will apply. No refund of fees will be payable by Apex Accounting.

12. Acceptance:

12.1 Any subsequent instructions written or otherwise received by Us from You for the supply of additional Services, shall constitute continuing acceptance of these Terms of Engagement.
12.2 We may change these Terms of Engagement by notice to you in writing, which may be by email.

13. Definitions: "Us/We" means the "Contractor" as set out above. "You/Your" the person, client, authorised agent or legal entity described in the letter, or stated on the invoice or order form/ quote.
"Services" shall mean all services supplied by Us to You and includes any recommendations & advice.