HPI Advisers Pty Ltd (ABN: 54 167 393 820) atf HPI Advisers (ABN: 66 566 387 524) t/a HPI Advisers

STANDARD TERMS AND CONDITIONS RELATING TO PROFESSIONAL ENGAGEMENTS
Effective from July 2020

1. THESE TERMS AND CONDITIONS
This page contains the terms and conditions (Terms) that apply in respect of the professional services we are engaged to provide to you (Services), and which are to be read in conjunction with the engagement letter we issued to you (Engagement Letter). Where there is any inconsistency between the Engagement Letter and these Terms, the Engagement Letter will prevail to the extent of the inconsistency.

For the purposes of these Terms, unless the context otherwise requires—

• any reference to “we, us, our” is a reference to HPI Advisers
• any reference to “you, your” is a reference to the party or parties that have engaged us to provide Services, and

These Terms together with the Engagement Letter constitute the terms of our engagement to provide the Services to you (Agreement). References to the “Agreement” in these Terms is a reference to either or both the Terms and the Engagement Letter, as the context requires.

2. LEGAL ADVICE
We suggest you obtain independent legal advice on all questions you may have in relation to the Agreement, and in particular, the limitation of liability provisions contained in the Agreement.

3. TERM
You will be taken to have accepted the Agreement, including these Terms, on the earlier of the date—

• that you sign and return the ‘Form of General Authority’ to us, which is attached to the Engagement Letter
• you otherwise advise us in writing, or
• you provide us with instructions after the date of the Engagement Letter.

The Agreement will terminate when either—

• we have completed providing Services to you, or
• the provision of Services is terminated either by you or by us,

and you have paid us fees rendered in respect of Services provided in respect of the Agreement and any other outstanding amounts.

4. SCOPE OF OUR SERVICES

We will provide professional services, which will be conducted in accordance with the relevant professional and ethical standards issued by the Accounting Professional & Ethical Standards Board Limited (APESB). The extent of our procedures and services will be limited exclusively for this purpose only. As a result, no audit or review will be performed and, accordingly, no assurance will be expressed. Our engagement cannot be relied upon to disclose irregularities including fraud, other illegal acts and errors that may exist. However, we will inform you of any such matters that come to our attention.

Reports, advice and presentations will be prepared for distribution to the relevant specific organisation or party for the purpose specified in the report or as agreed in the Agreement. There is no assumption of responsibility for any reliance on our professional services by any person or entity other than yourself and those parties indicated in the report and/or Agreement. Reports, advice, presentation all not be inferred or used for any purpose other than for which it was specifically prepared. Accordingly, our report may include a disclaimer to this effect.

5. INVOLVEMENT OF OTHERS

Where the Agreement involves the services of an external consultant or expert are required, an estimated cost and timeframe and involvement will be provided to you for your approval.

6. OUTSOURCES SERVICES

We may involve third party contractors or outsourced service providers in providing you the services specified in the Agreement. Acceptance of our services in conjunction with the Agreement indicates your acceptance of the use of outsourced services specified in the Agreement. Where the outsourced service requires that the disclosure of personal information to an overseas recipient, a consequence of your consent it that HPI Advisers will be required to take reasonable steps to ensure that Australian Privacy Principles are complied with by the overseas recipients of the Personal Information.

7. RESPONSIBILITIES

Information acquired by us in the course of the engagement, including any information relating to your affairs whether it belongs to you or not or is provided by you or not, is subject to strict confidentiality requirements. That information will not be disclosed by us to other parties except as required or allowed for by law, or with your express consent.

We wish to draw your attention to HPI Advisers’ system of quality control which has been established and maintained in accordance with the relevant APESB standard. As a result, our files may be subject to review as part of the quality control review program of CPA Australia which monitors compliance with professional standards by its members. We advise you that by accepting our engagement you acknowledge that, if requested, our files relating to this engagement will be made available under this program.

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 we provide our services to you. We will handle personal information in accordance with the Privacy Act.

You are responsible for the reliability, accuracy and completeness of the accounting records, particulars and information provided and disclosure of all material and relevant information. You are required to arrange for reasonable access by us to relevant individuals and documents, and shall be responsible for both the completeness and accuracy of the information supplied to us. Any advice given to you is only an opinion based on our knowledge of your particular circumstances. You or your staff are responsible for maintaining and regularly balancing all books of accounts, and the maintenance of an adequate accounting and internal control system. You have obligations under self assessment to keep full and proper records in order to facilitate the preparation of accurate returns. It is your responsibility to keep those records for five (5) years.

A taxpayer is responsible under self assessment to keep full and proper records in order to facilitate the preparation of a correct return. Whilst the Commissioner of Taxation will accept claims made by a taxpayer in an income tax return and issue a notice of assessment, usually without adjustment, the return may be subject to later review. Under the taxation law such a review may take place within a period of up to four (4) years after tax becomes due and payable under the assessment. Furthermore, where there is fraud or evasion there is no time limit on amending the assessment. Accordingly, you should check the return before it is signed to ensure that the information in the return is accurate.

Where the application of a taxation law to your particular circumstances is uncertain you also have the right to request a private ruling which will set out the Commissioner’s opinion about the way a taxation law applies, or would apply, to you in those circumstances. You must provide a description of all of the facts (with supporting documentation) that are relevant to your scheme or circumstances in your private ruling application. If there is any material difference between the facts set out in the ruling and what you actually do the private ruling is ineffective.

If you rely on a private ruling you have received, the Commissioner must administer the law in the way set out in the ruling, unless it is found to be incorrect and applying the law correctly would lead to a better outcome for you. Where you disagree with the decision in the private ruling you can lodge an objection against the ruling if it relates to income tax, fuel tax credit or fringe benefits tax. Your time limits in lodging an objection will depend on whether you are issued an assessment for the matter (or period) covered by the private ruling.

8. TERMINATION OF SERVICES
You may choose to terminate the Agreement by giving us written notice at any time.  If you do so, you shall be obliged to pay our fees for work done and for other charges incurred up to the time of the termination.  Subject to fulfilling our professional responsibilities, we may terminate the Agreement at any time by giving you reasonable notice or if our fees are not paid when due.

9. CONFLICTS OF INTEREST
We seek to identify potential conflicts of interest among our present and potential clients.  We will not provide our professional services to any party with an interest that may be adverse to that of an existing client unless the conflict can be adequately managed or mitigated, or both parties have consented to the proposed engagement of us under the applicable circumstances.

10. FEES & PAYMENTS

Our upfront fee estimate is limited to the scope in the Agreement and is based upon the assumption that nothing out of the ordinary has occurred during the nominated financial year and that your records are in good order. If an unanticipated need arises, we agree to perform this work at a mutually agreed upon price before the service is provided.

HPI Advisers’ tax invoices will be issued on a monthly basis or as set out in the Engagement Letter in relation to a particular Services. We reserve the right to issue tax invoices at more or less frequent intervals.  Most of our services require payment in advance. All invoices will be due for payment within 7 days of the date of our invoice.

Where payment is not received within 30 days of the date of the invoice, we reserve the right to impose interest at a rate of ten percent (10%) per annum for any outstanding accounts and the right to perform no further work for you until all outstanding accounts are paid in full.

We reserve the right to exercise a lien on all funds, records, documents and files held by us in relation to any outstanding payments due from you for any Services rendered by us or otherwise related.

11. REFUND

On the basis that we are a service based industry and do not sell a physical product,  we can not offer refunds for services we’ve rendered.

12. PRIVACY ACT
In handling personal information, we comply with the Privacy Act 1988 (Cth), as amended from time to time, and with the Australian Privacy Principles. We collect, use, disclose, store and otherwise handle your personal information in accordance with our Privacy Policy, a copy of which can be found on our website (https://www.hpiadvisers.com.au/privacy). You acknowledge that you have read and understood our Privacy Policy and you agree to us collecting, storing, using, correcting, disclosing and otherwise handling your personal information for the purposes of providing the Services to you and/or for any other purpose set out in the Privacy Policy or otherwise in accordance with law.

To provide the Services, we may disclose your personal information to our business partners and associates and to third parties engaged to perform administrative or other services. Any disclosure is always on a confidential basis. We may also disclose your personal information if required or authorised by law.  You consent to us disclosing your personal information to our business partners and associates and to third parties when required by us to complete the Services.

13. STORAGE OF PERSONAL INFORMATION

By signing the Agreement and accepting these services you acknowledge and agree that your personal information may be stored overseas.

14. ELECTRONIC COMMUNICATION
You agree that we may communicate with you using electronic media, including by sending you Commercial Electronic Messages (as that term is defined in the SPAM Act 2003 (Cth)). You consent to us sending Commercial Electronic Messages to you and you may opt out at any time if you no longer wish to receive these Commercial Electronic Messages from us.  To opt out of any marketing communications please select the unsubscribe link contained within our marketing communications.

Further, you acknowledge that electronically transmitted information is inherently insecure, may be intercepted, may not be delivered and may contain viruses and it may be unsafe to use or cause damage to the effectiveness of your software or computer network or systems. You will take all steps to ensure that you have suitable systems in place to prevent corruption of data, or transmission of viruses in connection with the electronic communication of information to you.  You agree that we will not be responsible for any loss suffered in connection with the use of such electronic communications.

15. OWNERSHIP OF DOCUMENTS
All original documents obtained from you arising from this engagement will remain your property. However, we reserve the right to make a reasonable number of copies of the original documents for our records.
Our engagement may result in the production of Financial Statements, Income Tax Returns, Super Fund Documents, and other electronic documents or files which will be supplied to you. Ownership of these documents will vest in you. All other documents produced by us in respect of this engagement will remain our property.

16. COMPLAINTS AND DISPUTE RESOLUTION
If a dispute in connection with the Agreement arises between you and us, both parties agree to use reasonable endeavours to resolve any dispute by mediation before bringing a legal claim or starting legal proceedings against the other. Written notice of the dispute will be given for it to be submitted to mediation before a mediator chosen by the parties or, where the parties cannot agree, by the Australian Disputes Centre. The mediation will be conducted in accordance with the Australian Disputes Centre’s Guidelines for Commercial Mediation, to the extent that they do not conflict with the provisions of this clause.

17. LIMITATIONS OF LIABILITIES

Our liability is limited by a scheme approved under Professional Standards Legislation. Further information on the scheme is available from the Professional Standards Councils’ website: psc.gov.au. 

18. SEVERABILITY
Both you and we agree that each of the promises and undertakings given in the Agreement are independent from one another and severable. Part or all of a provision of the Agreement that is illegal or unenforceable may be severed from the Agreement and the remaining parts of the provision or provisions of the Agreement continue in force.

19. ASSIGNMENT
You may not transfer, assign or novate your rights or obligations under these Terms without our prior written consent. We may assign this Agreement to any successor to our business without your prior written consent.

20. FORCE MAJEURE
Neither you nor we shall be liable for any breach of the Agreement (other than payment obligations) caused by circumstances beyond your or our reasonable control including but not limited to fire, floods, acts of God, terrorist acts, strikes or lock outs, war, riot or any governmental act or regulation.

21. UPDATING OF THESE TERMS
We may update and amend these Terms from time to time without notice to you. The current Terms, as updated or amended from time to time, are available on our website at https://www.hpiadvisers.com.au/terms-and-conditions. Our continued engagement following the updating or amendment of these Terms will constitute acceptance of the updated or amended terms.