Introduction
This engagement letter, including the following terms and conditions, sets out the basis of our engagement as required by the Accounting Professional & Ethical Standards Board (pursuant to APESB 305). Please confirm your agreement to the terms of this engagement letter by signing electronically. We are a registered BAS Agent with the Tax Practitioners Board (TPB), BAS Agent Number 26313049. Our registration can be confirmed via the TPB Public Register www.tpb.gov.au/public-register. As a BAS Agent we are bound by the Tax Agent Services Act 2009 (TASA) and the Code of Professional Conduct.
For this engagement, the services relate specifically to a one-off Check My Books Xero File Review as described in our online order form and/or accompanying proposal. This engagement does not cover ongoing bookkeeping, BAS preparation or lodgement, advisory services or implementation of recommendations, unless we enter into a separate engagement for those services.
Who we are acting for
We are acting for you (the “Client” / “You”) only. Where you would like us to act for anyone else, we will issue a separate engagement letter to them.
Period of engagement
This engagement starts on the date that you accept these terms and complete payment for the Review (either by electronically signing this document or by agreeing to the terms at our online checkout).
This engagement covers the performance and delivery of the one-off Check My Books Xero File Review described in our online order form or proposal.
These terms may also apply to any future services we agree to provide, but they do not, by themselves, create an ongoing engagement beyond this Xero Review.
Your agreement
Please confirm your agreement to the terms of this engagement letter by signing electronically at the bottom of this page.
Where you purchase the Xero Review through our website, ticking the acceptance box and completing payment at checkout constitutes your electronic signature and acceptance of this engagement letter and its terms.
Terms and Conditions
Introduction
These terms and conditions and the attached engagement set out the basis on which our services will be provided and also contain certain information we are required to disclose to you by law.
Interpretation
In these terms and conditions:
"Client" or "you" means the person or entity purchasing the Services through our website or otherwise entering into this engagement.
"Engagement" or "Engagement Letter" means this document including the Terms and Conditions, schedules and annexures set out herein
"Our" or "we" or "us" means Kinsella Accounting
"Services", for this engagement, refers specifically to the Check My Books Xero File Review as described in the online order form or accompanying proposal, and any directly related communication, report and recommendations.
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.
Know your client
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.
Our responsibilities and professional obligations
We will perform procedures (guided by the APES suite of standards) required that are directly related to the engagement consistent with our fundamental principles of integrity, objectivity, professional competence and due care, confidentiality, professional behaviour, and identifying, avoiding and dealing with conflicts of interests (Fundamental Principles).
As a registered BAS Agent, we will comply with the Tax Agent Service Act 2009 and the TPB Code of Professional Conduct, including our duty to act lawfully and in the best interest of the client, and to act honestly and with integrity, unless this duty is inconsistent with our duty to act in the public interest.
We will take reasonable care to ensure that the taxation laws are complied with and we will never make false or misleading statements to the ATO regarding your interest.
We will provide the scope of work output within the specified timeframe or within a reasonable period considering the context of the services, and in compliance with all applicable standards, awards, laws and regulations.
For this engagement we will not be lodging any BAS, tax returns or other documents with the ATO or other authorities on your behalf. Our work is limited to reviewing your Xero file and providing a report and recommendations. If you later engage us separately for BAS or other lodgement services, we will outline our responsibilities in a separate engagement letter.
Your responsibilities
In conducting this engagement, information acquired by us in the course of the engagement is subject to strict confidentiality requirements. That information will not be disclosed by us to other parties except as required to provide the Services; as allowed for by law; or with your express written consent.
The Client is responsible for the reliability, accuracy and completeness of the accounting records, particulars and information provided and disclosure of all material and relevant information. Clients are also responsible for providing us with such materials and relevant information in a timely manner so that we may provide our Services to you in a timely manner. Clients 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 the Client is only an opinion which is based on our knowledge of the Client's particular circumstances and is informed by the information, materials account records and particulars provided to us by the Client.
In the context of the Xero Review, you are responsible for ensuring that your Xero file, supporting records and any explanations you provide to us are complete and accurate. Our findings and recommendations will be based on the information made available to us at the time of the review.
You agree that we are entitled to rely on the accuracy and completeness of any information you provide us under this agreement and in order to provide our services to you. We accept no liability or responsibility for any loss, damage, claim or expense that you may suffer as a result of you providing us with inaccurate, incomplete, incorrect out of date or untimely accounting records, particulars or information, and you waive and release us from any and all such liability.
You warrant that you have not relied on any representations or warranties made by Us in respect of the Services which have not been expressly set out in this agreement.
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.
The accuracy of information provided remains your responsibility. If incomplete, inaccurate or late information is provided, any penalties imposed by the ATO will remain your responsibility.
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.
For the avoidance of doubt, under this engagement we are not providing bookkeeping services, BAS preparation or lodgement, income tax services, financial planning, or implementation of the recommendations arising from the Xero Review. If you would like our help with implementation or ongoing services, this will be the subject of a separate engagement and fee.
Reliance on advice
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.
Any advice given to the client is only an opinion based on our knowledge of the client's particular circumstances.
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.
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.
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.
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.
Fees and payment
For this engagement, the fee for the Check My Books Xero File Review is a fixed amount as advertised on our website or in our proposal at the time of purchase. This fee is payable upfront at or immediately after acceptance of this engagement and completion of the online checkout. Work on the Xero Review will not commence until payment has been received in full.
Our fees will be charged on the basis set out in this proposal and have been set based on the level of skill, responsibility, importance and value of the advice, as well as the level of risk.
Services may be billed on a fixed fee or hourly billing rate, and payment may be required on acceptance, on completion, with a deposit, or recurring, and is indicated herein. 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.
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.
We may charge interest on late paid invoices at the rate of 2% 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.
Fixed Fees
The fixed fee for the Xero Review is based on the scope described on our website and/or in our proposal. If it becomes apparent that the work required falls significantly outside that scope (for example, due to additional entities, substantially more accounts than disclosed, or significant data integrity issues), we will discuss this with you and may provide a revised quote or recommend a separate engagement for additional work.
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 and disbursements are paid in full.
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 the Tax Practitioner's Board. 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 9 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.
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.
Ownership of work product
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.
Ownership of Documents
All original documents obtained from the client arising from the engagement shall remain the property of the client. However, we reserve the right to make a reasonable number of copies of the original documents for our records. We own any documents produced as a result of this Engagement or any copied documents provided by you for this Engagement including any electronic data. We will on completion of the work retain any paper documents for no more than seven (7) years on the understanding that we have your authority to destroy your file seven (7) years after the date of completion of the work. Documents deposited in safe custody with us will not be destroyed.
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 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.
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.
Professional Indemnity Insurance (PII)
We hold professional indemnity insurance of at least the minimum amount prescribed in the Chartered Accountants Australia and New Zealand Certificate of Public Practice, the minimum requirements prescribed by the TPB for registered BAS agents, or as required by law. Our PII cover at the time of this engagement is $2,000,000.
Termination and Cancellation
For this one-off engagement, either party may terminate this engagement by giving written notice at any time prior to completion of the Xero Review.
Termination by you (the Client)
a) Before work commences
If you cancel the engagement before we have commenced work on the Xero Review (for example, before we access your Xero file or begin our review), we may, at our discretion, refund all or part of the fee paid, less any reasonable administrative costs incurred.
b) After work has commenced
Once we have commenced work on the Xero Review (including, without limitation, accessing your Xero file, conducting preliminary checks or beginning our review), the fee for the Xero Review is non-refundable, even if you choose to terminate the engagement before the Xero Review is completed. In these circumstances, we will cease work upon your notice of termination, and no further report or deliverables will be provided.
Termination by us
We may terminate this engagement on reasonable notice to you if:
• you fail to provide us with requested information, Xero access or cooperation necessary to complete the Xero Review;
• you fail to pay our fees when due;
• your instructions involve us acting contrary to law, professional obligations or the interests of another client;
• a conflict of interest arises which cannot be appropriately managed; or
• for any other reasonable and just cause.
If we terminate the engagement before completing the Xero Review for reasons other than your breach of these terms, we will refund to you a fair and reasonable portion of the fee paid, having regard to the work already performed.
General
Termination of this engagement does not affect any rights that may have accrued before termination. The terms of this agreement which by their nature are intended to survive termination (including limitations of liability, confidentiality and ownership of work product) will continue to apply.
Nothing in this section affects any rights you may have under the Australian Consumer Law or other applicable legislation which cannot be excluded or limited by agreement.
Communication
You agree that we will communicate with each other by electronic means such as e-mail, SMS etc. We and you each recognise that e-mail and the internet are inherently insecure and that emails and data can become corrupted, are not always delivered promptly (or at all) and that other methods of communication may be appropriate. In addition, the internet is prone to viruses. We and you each recognise these hazards and so each of us will be responsible for protecting our own systems and interests and neither of you nor we will be responsible to the other on any basis for any loss or damage in any way arising from the use of electronic communication.
You hereby authorise us and request us to communicate with you by way of electronic communication, during and after termination of our services. You also understand that as such electronic communication is not secure it may be copied, recorded, read or interfered with by third parties while in transit and accordingly, you release us from any claim you may have as a result of any unauthorized copying, recording, reading or interference with any document that we send or receive by way of electronic communication, or for any delay or non-delivery of any document and for any damage caused to your system or any files by a transfer by way of electronic communication.
You must advise of any changes to your contact details. We may send any communications to the last contact details you have provided.
Applicable Law
Our engagement is governed by Victorian law. The courts sitting in Victoria will have non-exclusive jurisdiction in relation to any dispute between us.
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.
If there is any inconsistency between the description of the Xero Review on our website and this engagement letter, this engagement letter will prevail.
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.
If we cannot resolve the issue or you are not satisfied with how your complaint was handled or with the outcome, a complaint may be sent to the Tax Practitioners Board (TPB). Complaints to the TPB must be made in writing using its online form, which is available at https://myprofile.tpb.gov.au/complaints/
Third party responsibilities and outsourced services
We may involve third party contractors or outsourced service providers, including those located outside Australia, in providing various aspects of your accounting work. These services may include:
accounting file preparation and/or data entry into our accounting systems
hosting of data on cloud-based servers; 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.
Any overseas disclosure of personal information will be handled in accordance with our Privacy Policy.
Force Majeure
Neither party will be liable to the other for any delay or failure to fulfil their obligations under this agreement if that delay and/or failure arises from causes beyond their control, including but not limited to fire, floods, acts of God, acts or regulations of any government or supranational authority, war, riot, terrorist activities, strikes, lockouts and industrial disputes.
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.
Register of BAS Agents available for you to search
Our BAS Agent registration is with the Tax Practitioners Board (TPB). The TPB maintains a register with details of registered, suspended and deregistered BAS agents. This register is available to the public to search at https://www.tpb.gov.au/public-register.
We are obliged to advise clients of certain events which may influence your decision to engage us as your BAS agent:
There are no current issues about which are obliged to advise you.
We are also obliged to advise you whether there are any conditions attached to our registration.
There are no current conditions attached to our registration.
Tax Agent Services
Kinsella Accounting is not a registered Tax Agent and is not authorised to provide income tax services or other services reserved for registered Tax Agents under the Tax Agent Services Act 2009. Our services are limited to BAS services within the scope of our BAS Agent registration.
Your rights under Taxation Laws (including Tax Agent Services Act and the Tax Agent Services (Code of Professional Conduct) Determination)
Please refer to the attached fact sheet published by the Tax Practitioners Board (TPB) summarising your obligations to the ATO and your tax practitioner, and your tax practitioner's obligations to you, the TPB and ATO.
You have the right to request details of our BAS Agent registration at any time.
The fact sheet is here: https://www.tpb.gov.au/sites/default/files/2025-03/Information%20for%20clients%20factsheet%202025_0.pdf
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