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Terms and conditions

Introduction

 

At ThinkWiser we like to keep things simple and easy for all. We believe in open communication and transparent approach to Pricing and services.

 

This document sets out our basic terms and conditions of business, which, together with our engagement letter will apply to all work ThinkWiser undertakes for you with respect to this engagement. If there is any conflict between these terms and our engagement letter, the engagement letter shall prevail. For the purposes of these terms, “ThinkWiser” includes its partners and its employees.

 

  1. Services provided

These engagement terms and any proposal, quote or engagement letter prepared for you (whether orally or in writing) set out the scope of services you have requested. Our work will not extend beyond that scope unless we agree in writing. We will not give you expert legal or commercial advice.

 

  1. Your obligations

You must provide clear, complete and timely instructions and all necessary information to enable us to provide services effectively, including access to appropriate members of your staff, records, documents, technology, systems and premises as necessary. You must tell us immediately if we have misunderstood you or made incorrect assumptions. ThinkWiser shall be entitled to rely upon the accuracy of all information provided by you, or by others on your behalf, without independently verifying it. You retain responsibility for the use of, or reliance on, advice or recommendations supplied by us in the delivery of the services.

 

  1. Assigned professional

We will assign the appropriate professional(s) to work with you based on the nature of the work and timing involved. Only those persons working with you are obliged to advise you or disclose information to you.

 

  1. Authority

Where the services include ThinkWiser dealing with or assisting in the management of your records and/or other information held with or by any third party entity (including without limitation Xero, the Australian Tax Office, the Australian Securities and Investments Commission and any other government agency or authority) on your behalf, you expressly authorise ThinkWiser to do so and agree to grant ThinkWiser all relevant access to enable it to perform these services. This includes electronic file access to your account(s) like Xero, QuickBooks etc.

 

 

Taxation services

Where the services we provide include Taxation Services, specific additional terms apply:

 

  1. Your disclosure and recordkeeping obligations

You are required by law to keep full and accurate records relating to your tax affairs.

It is your obligation to provide us with all information that you reasonably expect will be necessary to allow us to perform work contemplated under this engagement within a timely manner or as requested. This includes providing accurate and complete responses to questions asked of you by us within a reasonable timeframe. Inaccurate, incomplete or late information could have a material effect on our services and/or our conclusions and may result in additional fees. We will not verify the underlying accuracy or completeness of the information you provide to us. You are also required to inform us on a timely basis if there are any changes to your circumstances that may be relevant to the performance of our services. Specifically, if any subsequent event results in the information you provided to us are inaccurate, incomplete or misleading, then you are obliged to let us know as soon as possible. We take no responsibility to the extent that our advice is inaccurate, incomplete or misleading because it is based on inaccurate, incomplete or misleading information being provided to us.

By accepting these terms, you will be taken to have agreed that the performance of our services is dependent on the performance of your obligations relating to disclosure and record keeping.

The Taxation Administration Act 1953 contains specific provisions that may provide you with “safe harbours” from administrative penalties for incorrect or late lodgement of returns if, amongst other things, you give us “all relevant taxation information” in a timely manner. The safe harbour provisions apply from 1 March 2010. Accordingly, it is to your advantage that all relevant information is disclosed to us as any failure by you to provide this information may affect your ability to rely on the safe harbour provisions and will be taken into account in determining the extent to which we have discharged our obligations to you.

You are also required to let us know if you become aware of any conflict of interest or potential conflict of interest. Generally, a conflict of interest is an event which may result in us becoming unable to remain objective in the performance of our services to you. Some examples of events which could give rise to a conflict of interest or potential conflict of interest during this engagement are changes to your business circumstances, events affecting your family including death and marriage breakdown or a legal action commencing against you.

 

  1. Your rights and obligations under the taxation laws

You have certain rights under the taxation laws, including the right to seek a private ruling from the Australian Taxation Office or to appeal or object against a decision made by the Commissioner. As relevant, we will provide further information to you concerning your rights under the Australian taxation laws during the conduct of the engagement contemplated by these terms. You also have certain obligations under the Australian taxation laws, such as the obligation to keep proper records and the obligation to lodge returns by the due date.

 

  1. Our obligation to comply with the law

We have a duty to act in your best interests. However, the duty to act in your best interests is subject to an overriding obligation to comply with the law even if that may require us to act in a manner that may be contrary to your interests. For example, we could not lodge an income tax return for you that we knew to be false in a material respect.

We also have an obligation to ensure that we manage conflicts of interest as they arise. In this regard, we have arrangements in place to ensure that we manage potential or actual conflicts of interest. The effective operation of these arrangements depends, in part, on you complying with your obligation to disclose any potential conflicts of interest to us.

Unless otherwise stated, this opinion is based on the Australian tax law in force and the practice of the Australian Taxation Office.

Our advice and services will be based on Australian taxation law in force at the date of the provision of the advice and services. It is your responsibility to seek updated advice if you intend to rely on our advice at a later stage. We note that Australian taxation laws are often subject to frequent change and our advice will not be updated unless specifically requested by you at the time of the change in law or announced a change in the law.

 

  1. 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 will result in the production of soft and hard copies of income tax returns. Ownership of these documents will vest in you. All other documents produced by us in respect of this engagement will remain our property.

 

  1. Electronic approvals

ThinkWiser uses electronic signatures for your approval for us to lodge tax and BAS returns on your behalf. We use Xero’s Adobe e-sign to securely and electronically record your authorising signature. We will specifically *not* lodge your return unless we have your electronic signature (ideally) or other written confirmation as authorisation.

 

Fees, payment terms and expenses

 

  1. Our fees

Our fees will be quoted in our engagement letter to you and may comprise upfront fees, monthly recurring fees, fees due on completion. While we predominantly charge fixed fees for the provision of our services, there may be circumstances where we may need to charge fees at an hourly rate based on time spent by our professional staff at applicable hourly rates. The third party, out-of-pocket expenses incurred in connection with the engagement will also be charged to you. Our standard rates per hour, excluding GST, are as follows:

Bookkeeping $50
Taxation & Advice $250

 

2. Why do we offer a fixed price agreement for ongoing services?

The standard method of billing in professional services has traditionally had an emphasis on providing services in exchange for an hourly rate. ThinkWiser has come to the realisation that this method is an archaic method of pricing. It is also a conflict of interest because what it means is (as an industry) we are directly rewarded for how inefficient we are. The longer we take to do the job the more we get. Hourly billing does not promote an emphasis on customer service or an incentive to complete jobs quickly.

The biggest issue with hourly billing you have no idea on how much the job will be until the bill is received. We don’t think that is fair on you. As a courtesy to you, we think you deserve
to know in advance how much the job will cost and what it entails. As a modern & progressive firm, we have moved all of our engagements to a fixed price agreement model. What does this mean for you?

You will always know how much you will pay for services in advance and will always have the opportunity to discuss the agreement before we get started on any work. If new work is required outside of the scope of our existing agreement, we will issue a written proposal for you to accept (or discuss) before we commence new services.

It places the risk back on us, the practice. You don’t have to worry about paying for more hours than you thought it would take. We have to focus on being more efficient to ensure our relationship is mutually profitable. This means we can leverage the best in breed technology to constantly improve the quality of the services we deliver to you.

It opens the lines of communication. You don’t have to be afraid to contact us with questions and be worried about receiving a bill for your time. All of our fixed price agreements include support and regularly scheduled review sessions. In fact, we encourage constant communication between {{ client.name }} and {{ practice.name }}. Becoming your trusted advisor is our mission and open communication is the key.

3. Payment terms

Upfront fees will be billed in advance of work commencing and are payable on the invoice in order for work to commence.

Monthly recurring fees will remain in force for the initial engagement period as specified in our engagement letter, ending at the end of the financial year. At the end of the initial engagement period, your service will automatically renew through to the end of the next financial year, unless otherwise agreed. We will confirm the applicable recurring fees no later than one month prior to the end of the engagement period, noting that we review our recurring fees annually. Invoices will be issued in advance on the 1st day of each month.

Monthly bookkeeping fees are based on an estimated monthly time required. We will monitor time being spent on Bookkeeping and advise you to upgrade or downgrade your package after a period of 3 months depending on the work required.

Tax returns are billed (100%) on final preparation of the tax return, charged when we send you the final tax return for your (electronic) signing.

Fees due on completion for advisory and consulting services typically have a 50% upfront deposit, with the balance automatically billed on completion of the agreed scope of services.

Hourly rate-based fees will, where we have agreed to perform work at an hourly rate, be invoiced to you regularly at such times reasonably determined by us for work done or on completion of any agreed scope of services. Our rates will be set out in your proposal, and any charging of ad-hoc rates will be communicated in advance of processing the payment.

Prior period work. Any processing that may be required for transactions prior to the start date for any monthly services will be estimated and discussed with you, charging on an ad-hoc rate basis.  This will be billed on completion of this upfront work, or on a monthly basis if the work continues over an extended period.

Expenses will be billed when incurred, where (cumulative) expenses are in excess of $50.

 

4.Payment

We will debit the bank account/credit card for the invoice amount within 14 days from the issue of the invoice for Fixed price packages. If it gets dishonoured, we may suspend or terminate our engagement. Note that this includes any termination of Xero services. We can make an alternative arrangement regarding the invoice for fixed-price services provided an agreement is reached between you and ThinkWiser.

 

5. Interest

We may charge interest on any unpaid invoice for work done after 30 days from the date of delivery of the invoice to you. The interest rate is the ‘Cash Rate Target’ percentage (or maximum percentage) specified by the Reserve Bank of Australia as at the date the invoice was issued, plus 1%.

 

6. GST on fees

We will quote for our services inclusive of GST. In regard to the out of pocket expenses incurred by us in relation to the engagement, we will pass on the actual costs incurred by us to you

 

7. Information disclosure

We will keep confidential all confidential information you provide to us. We may disclose your information: (a) to our employees, our associated entities and their employees; (b) in confidence, to third parties engaged to provide services on your behalf (e.g. experts, data storage services), or to our advisers, insurers or other third parties to improve our services and/or obtain feedback; (c) in our marketing or tender documents, unless you direct us not to; (d) where required or permitted by law; or (e) as otherwise authorised by you.

 

8. Intellectual property

We retain copyright and own all intellectual property rights in documents we create in connection with providing services to you. This includes without limitation process documentation, financial models and other methods of providing information. You may use these documents only in connection with the provision of services to you, unless we agree otherwise in writing. You warrant that our use of any documents or intellectual property you provide to us will not infringe any other person’s intellectual property rights.

You agree to refrain from sharing any of our documentation with any other person that is not related to the provision of services to you, whether for their commercial or non-commercial use, without our written consent. You agree to do so acknowledging that sharing our documentation may result in a breach of our intellectual property rights the nature of which could cause us financial loss.

 

9. Privacy and direct marketing

Our Privacy Policy can be found here.

 

10. Records and documents

Storage. We may store your information or files electronically in our ordinary IT systems (including IT systems, cloud servers or other servers provided by third parties). You consent to such storage and agree we do not need to take any additional steps to secure them beyond our ordinary security steps. We will give you an electronic copy of your records on request

Electronic mail. If you ask us to transmit any document to you electronically, you agree to release us from any claim you may have as a result of any unauthorised copying, recording, reading or interference with that document after transmission, for any delay or non-delivery of any document and for any damage caused to your system or any files by the transmission (including by any computer virus).

Authority. You authorise us to destroy all your documents (whether in paper or electronic form) seven years after our engagement ends.

 

11. Conflicts of interest

We attempt to identify any actual or potential conflicts prior to commencing an engagement. If we become aware of an actual or potential conflict, we will advise you and will discuss the issue with you, subject to confidentiality duties owed to other clients. If our professional obligations require us to cease to act for you, we must do so.

To reduce the likelihood of a conflict, please provide the names of related and/or associated entities to include in any internal conflict check(s). You acknowledge we will not be able to conduct complete internal conflict checks if you limit the way we perform those checks.

       12. Staff

You agree that during the provision of any services, and for a period of six months thereafter, you will not solicit or make an offer of employment to any employee involved in the provision of the services, without our prior consent.

      13. Termination

By notice. You may terminate our engagement at any time by giving us one month’s written notice. We may terminate our engagement at any time by giving you written notice where: (a) we determine our professional responsibilities require us to withdraw from providing services due to an actual or potential conflict of interest; (b) you do not pay an invoice in full within 14 days of the date of the invoice for work done, or you do not pay a requested advance payment for future costs; (c) for any other just cause, including any breakdown of relationship between ThinkWiser and you. We may also terminate our engagement by giving you reasonable written notice of our intention to terminate.

Material breach. Each of us may terminate this Agreement if: (a) the other party commits any material or persistent breach of its obligations under this Agreement (which, in the case of a breach capable of remedy, shall not have been remedied within 14 days of receipt by the party in breach of a notice identifying the breach and requiring its remedy); or (b) the other party becomes insolvent;

Costs on termination. Regardless of how this agreement is terminated, you agree to immediately pay all our fees and expenses incurred up to the date of termination. For a fixed fee service, you must immediately pay us all charges and expenses and that part of the fixed fee which we reasonably estimate has been incurred up to or cannot reasonably be avoided as at the date of termination. We reserve the right to retain your money, documents and/or any proprietary information until all amounts due and owing to us have been paid including after our engagement has been terminated (subject to any applicable professional conduct rules). This right survives your bankruptcy or liquidation, subject to any applicable legislation.

 

14. Other matters

Amendment. We may update these engagement terms at any time by notice to you. You may need to accept any updated terms and conditions in order for us to continue to act on your behalf, which you may do by written notice or by continuing to provide us with your instructions after the date of such notification.

Technology issues. Transmitting information electronically involves risk and any such transmission cannot be guaranteed to be secure and/or error-free. To the extent permitted under law, we will not be liable for and you release us with respect to any loss or damage you suffer in connection technical issues caused by a third party, or for reasons that are beyond our reasonable control.

Costs orders. Where a court orders a person to pay any of your legal costs you acknowledge such order may not necessarily cover all costs or expenses payable by you under this agreement. Regardless of any such order, you remain liable to pay our costs under this agreement. If a court orders you to pay another person’s costs, you must pay them as well as our costs under this agreement.

Force majeure. We are not liable to you if unable to perform any services requested by you due to fire, storm, flood, earthquake, an act of terrorism or war, industrial action, failure of any IT system, government directive or any other condition beyond our reasonable control (unless the law makes us liable).

Binding agreement. If you engage us on behalf of a third party or together with another party, this agreement binds both you and the other party separately and together.

Jurisdiction. The law of Victoria applies to this agreement.

 

15. Referral

Our referral program is designed to rewards clients who refer new clients to us. If a referred client signs up for a monthly package, we will give a credit of 1 month of your subscription. The credit will be provided 6 months after the client signed up for a monthly package.

 

16. Complaints and dispute resolution

If you have any queries or complaints about the conduct of our service or costs, please discuss these directly with the Partner Yash Arora by emailing him at [email protected] or calling him on 0433 686 131. We will attempt to resolve your concerns.

Resolution. If the problem cannot be resolved, the parties agree to enter into mediation, or some other form of alternative dispute resolution, before commencing legal proceedings.

Suspension. In the event of a dispute, or where fees remain unpaid beyond the due date, we reserve the right to suspend the provision of our services until such time as the dispute is resolved or the fees are paid. Suspension of our services will not affect your obligation to pay us for services rendered to the date of suspension.

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