Terms of Business
These terms and conditions shall govern the services provided by Montgomery Carey & Associates Pty Ltd ACN 617 106 288 (known as “Montgomery Carey & Associates”) as set forth in the Engagement Letter to which these Terms and Conditions are attached. These Terms and Conditions form part of the Engagement between the Client and Montgomery Carey & Associates and supersede all prior terms and conditions of engagement.
Purpose
This Terms of Engagement for Public Accounting Services confirms our understanding of the engagement and the nature and limitations of services provided.
Identifying our Client
In addition to representing the party that the Engagement Letter identifies as our Client, that party (you) may ask us to advise other persons, subsidiaries, associated entities, companies or trusts in relation to the Engagement. By doing so you confirm to us that you have proper authority to engage Montgomery Carey & Associates on their behalf. Notwithstanding the number of associates that Montgomery Carey & Associates may represent or to whom we give advice, you will be our Client and you will be ultimately responsible for settlement of our costs and disbursements if the associate fails to discharge their obligation to Montgomery Carey & Associates.
Engagement
While the terms of the Engagement are specified in the Engagement Letter and these Terms of Business, additional services may be required of us from time to time which may not be specifically mentioned in the latest Engagement Letter. For example, variations to the scope of the Engagement will arise through discussions at meetings, telephone conversation, fax, email or letter, and it is agreed that those additional service requests will be fully covered by these Terms and Conditions as if they were specified in the Engagement Letter.
For this reason, from time to time Montgomery Carey & Associates will re-confirm our Engagement with you. Until such time however, the original authorised Engagement Letter will continue to be our reference for providing services to you.
Advice
Any advice that we give you will be based on the law as it is on the date of the advice. We accept no responsibility for changes in the law, or in interpretations of the law, which occur subsequent to the date on which our advice is given to you. Nothing in our Engagement with you or statements made to you shall be construed as a promise or guarantee about the outcome of any matter.
Personnel
Montgomery Carey & Associates shall attempt to comply with your request for specific individuals to work on the Engagement. Montgomery Carey & Associates will however be ultimately responsible for assigning and re-assigning its personnel, as appropriate, to perform the Engagement.
Third Party Involvement
We may from time to time engage third party specialist professionals and other public practitioners, where warranted to obtain the advice you need or to assist us to provide our service to you. These may include cloud service providers and outsourced service providers. We will seek your consent if third party involvement is likely to exceed the fixed price (if applicable).
In providing our services to you, we utilise accounting software providers and data storage services using Cloud Computing provided by Xero which is based in Australia.
Acceptance of our services in conjunction with this engagement document indicates your acceptance of the use of outsourced services as described above.
Intellectual Property
Any process, procedure, methodology, trademark, copyright, financial model, research or software developed or created as a result of the Engagement remains the property of Montgomery Carey & Associates.
Professional Fees
In the absence of a specifically agreed fee arrangement, our fees will be based on time spent on the Engagement. They are also based upon the professional work necessarily performed as a result of the representations or information supplied by you. Our professional fees are dependent upon: (i) the timely and effective completion of your responsibilities; (ii) the accuracy and completeness of representations and information; and (iii) timely decisions and approvals by you or your management. Montgomery Carey & Associates will not be responsible for any delays, additional costs, or other liabilities caused by or associated with any deficiencies in your responsibilities, and information/representations supplied by you.
Each of our staff maintain time records. All time recorded is reviewed carefully before you are invoiced to be sure that you are not charged for time not appropriately incurred in discharging our professional service obligations to you.
Payment of Fees
Payment will be required within 14 days of the date of the invoice. If an invoice remains unpaid for longer than 30 days from issue, we reserve the right to charge interest from the invoice date on the outstanding amount until full payment at the rate set under section 2 of the Penalty Interest Rates Act 1983 (Vic). It is expected that you will pay Montgomery Carey & Associates for all professional fees and related expenses in accordance with the Engagement work.
Disbursements and Incidental Expenses
Montgomery Carey & Associates in general does not separately charge for office disbursements such as photocopying, printing and facsimile charges. However, we reserve the right at our discretion, to charge for such items where the Engagement requires a significant quantity of office supplies to be consumed. All other disbursements directly attributable to you will be charged to you. Eg: travel required to fulfil our obligations to you, title searches, ASIC Fees, Stamp Duty etc.
Questions or Objections
If you have any questions about, or objection to, an invoice or the basis of our charges, you should raise his issue at your earliest convenience. You should raise this matter with our office manager or the principal responsible for your engagement. You are entitled to ask for and receive an itemised invoice within 30 days of receiving our original invoice. If you object to a portion of an invoice, you agree you will pay the remainder of that invoice and such part payment will not constitute a waiver of your objection. Your objection will be investigated by us and resolved in a timely manner.
Our obligations
We are obliged to consider whether our clients create any threats to compliance with our Fundamental Principles and where we cannot reduce the risk to an acceptable level we are obliged to cease the engagement under the Code (section 320) to decline or cease the client engagement. We have a duty to act in your best interests, unless this duty is inconsistent with our duty to act in the public interest.
We are responsible for maintaining records for a period of 5 years unless otherwise required by legislation.
During the course of our engagement, if we identify or suspect that Non-Compliance with Laws or Regulations (NOCLAR) has occurred or may occur, which may have a direct effect on material amounts or disclosures in the financial statements or compliance and may be fundamental to the entities ability to continue its business or to avoid material penalty, we will:
discuss the matter with the appropriate level of management, those charged with governance or the internal auditor, as appropriate
consider whether to communicate the non-compliance or suspected noncompliance with the appropriate external auditor, unless prohibited by law or regulation
disclosing the matter to an appropriate authority even when there is no legal or regulatory requirement to do so; or
withdraw from the engagement and the professional relationship where permitted by law or regulation.
Where appropriate we will inform you of our intention to disclose the matter to an appropriate authority before disclosing the matter. However, if we have reason to believe that the actual or intended conduct would constitute an imminent breach of a law or regulation that would cause substantial harm to the general public, we may immediately disclose the matter to an appropriate authority in order to prevent or mitigate the consequences of such imminent breach of law or regulation.
Confidentiality
With respect to the engagement and any information supplied in connection with the Engagement and designated by the disclosing party as confidential, Montgomery Carey & Associates agree to: (i) protect the confidential information in a reasonable and appropriate manner or in accordance with applicable professional standards; (ii) use confidential information only to perform its obligations under the Engagement; and (iii) reproduce confidential information only as required to perform its obligations under the Engagement.
When using cloud computing, we only store client information in data server managed in Australia, which is subject to Australian privacy law.
Destruction, Archival and Retrieval of Files
Montgomery Carey & Associates agrees to store work-paper files for a period of five years after the completion of each matter, after which they will be destroyed without further notice.
Ownership of materials
You own all original materials given to us.
We own all materials produced by us that resulted from our skill and attention to the extent that the materials produced by us incorporate any original materials you give to us.
We may exercise a lien of your documents in our possession in the event of a dispute, which will be handled in accordance with our firm’s dispute resolution process.
Subject to the payment of all outstanding professional fees and disbursements owing to us, we will provide you with materials produced by us for you in the event you engage the services of another practitioner and the materials are required by your new practitioner.
Conflicts
We do not believe that there are any conflict problems in providing services to you. It is nevertheless possible that now or in the future such a conflict will become apparent in which event we shall notify you immediately. You understand that if this happens it may result in us having to cease to act for you in those circumstances.
If at any time we find that while fulfilling the engagement or our engagement with another client an independence or conflict of interest issue may arise, we will work through that conflict of interest or independence issue so that any further services to you will be objective and free from such conflicts or independence. If we cannot resolve the conflict or independence issue we may be required to cease services to you (and/or the other client) because of our professional obligations.
Notices
Any notices given pursuant to the Engagement shall be in writing, delivered to the address set forth in the Engagement Letter (unless you notify us otherwise), and shall be considered given when received.
You acknowledge that:
(i) Montgomery Carey & Associates and yourself may correspond or convey documentation via email, fax and post. Our preferred correspondence is email unless you expressly request otherwise;
(ii) Neither party has control over the performance, reliability, availability, or security of email, fax, post; and
(iii) Montgomery Carey & Associates shall not be liable for any loss, damage, expense harm or inconvenience resulting from the loss, delay, interception, corruption, or alteration of any email, fax and post due to any reason beyond Montgomery Carey & Associates reasonable control.
Documents
The firm reserves the right to exercise a lien over Client files. No files or documents will be released until all outstanding Montgomery Carey & Associates fees are paid in full.
Warranty
Montgomery Carey & Associates warrants that the Engagement shall be professionally performed with reasonable professional care in a diligent and competent manner. Montgomery Carey & Associates sole obligation shall be to rectify any non-conformance with the Engagement.
Liability
You agree that if you should claim compensation, damage or contribution from us for loss or damage, which you claim to have suffered arising from acts or defaults (including negligence) on our part, and such a loss or damage is in part or wholly:
(i) due to or contributed by your own acts or defaults or by the acts or defaults of other persons for whom you are responsible; or
(ii) due to or contributed by one or more other persons not being directors, employees or agents for whom we bear responsibility,
then we will be liable only for that proportion of the loss or damage suffered which our acts or defaults bear relative to the totality of the acts and defaults of all persons causing or contributing to the loss or damage and is limited to the fees charged by Montgomery Carey & Associates for that matter.
Privacy Policy
Montgomery Carey & Associates will treat all your personal information in accordance with our Privacy Policy, which has been developed in accordance with the Privacy Act and National Privacy Principles. This policy is displayed on our website and can also be made available on request.
Termination of the Engagement
You may terminate our engagement at any time. Montgomery Carey & Associates also reserves the right to cease acting for you if:
(i) you have not complied with the terms of the Engagement; or
(ii) we perceive at our discretion that the necessary relationship of mutual trust and confidence required for a workable accountant/client relationship no longer exists.
You shall pay Montgomery Carey & Associates for all Services rendered and expenses incurred up to the date of termination, plus any other expenses associated with the transfer of information to a new advisor or other agents as appointed by you.
Waiver of Terms
No term of this agreement shall be deemed waived, and no breach of this agreement excused, unless the waiver or consent is in writing signed by the party granting such waiver or consent.