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Terms of Service
Last updated November 2014
These terms may be updated from time to time. By signing up to the service you agree to review our Terms of Service regularly. Your continued access to, or use of the Service, will mean that you agree to the changes. In addition, you will be notified in advance of any significant changes to our Terms of Service.
The Limited Company Accounting Service comprises:
Limited Company Contractor Service (see datails what is included below)
Preparation of 1 director’s self-assessment tax return (limited company and employment income only); and
Spreading the fee over 12 monthly instalments
1 Limited Company Contractor Service
1.1 Our Limited Company Contractor Service includes:
Preparation and maintenance of accounting records
Payroll services
VAT services
Preparation of statutory financial statements
Corporate taxation services
Company secretarial services
Access to online archive of documents related to your company
1.2 Preparation and maintenance of accounting records
1.2.1 Your responsibilities related to your company documentation
Emailing or delivering the sales invoices to your customers, and marking them as authorised
If you are not banking with one of our banking partners, provide your bank statements, at least quarterly, in excel/csv format.
If you are banking with one of our banking partners, provide us with permission to obtain the bank transactions directly from your bank, or provide your bank statements, at least quarterly, in excel/csv format.
It is your responsibility for the accuracy and completeness of the data submitted to us, and we are reliant on you submitting this in a timely manner. We are under no obligation to specifically identify missing or incomplete information.
1.2.2 Your responsibilities – as a company director
You are responsible for ensuring that, to the best of your knowledge and belief, financial information, whether used by the business or for the accounting records, is accurate and complete.
You are also responsible for ensuring that the activities of the business are conducted honestly, and for safeguarding the assets of the business and for taking reasonable steps to prevent and detect fraud and other irregularities.
You are responsible for ensuring that the business complies with the laws and regulations that apply to its activities, and for preventing non-compliance and for detecting any that occurs.
You are responsible for retaining the records of payments and receipts until submitted to us. Thereafter we are resposible for preparation of electronic archive.
1.2.3 Our responsibilities
We have agreed to carry out the following accounting, and other services, on your behalf:
Documenting and achiving the accounting records of the company;
performing salary calculation recommendations;
reconciling the balances quarterly with the bank statements; and
completing the postings to the trial balance.
If you have previously used an agent to do your previous annual accounts we will contact them to obtain your historical data. Your Archos Accounting LTD account will not be a true reflection of your company’s current financial status until we have this information.
Archos Accounting LTD will act as your accountant for the financial year in which you start with us. Any previous years accounts must be completed and filed by your previous agents if you have one, or arrangements can be made separately to perform these activities with us, which could incur addition charges.
1.3 Payroll services
1.3.1 Our responsibilities
We will register PAYE Schemes for new companies.
We will prepare your UK payroll for each payroll period to meet UK employment tax requirements, specifically calculating the pay as you earn (PAYE) deductions; calculating the employees’ National Insurance Contributions (NIC) deductions; calculating the employer’s NIC liabilities; and calculating any other statutory payments or deductions.
We will act as your agent for online PAYE with HMRC and submit information online to HMRC under RTI.
We will prepare, and send to you, a report showing your PAYE and NIC liability before the time of payment through the payroll or due date;
At the end of the payroll year we will prepare and submit employer annual declarations to HMRC.
Prepare and send to you by the statutory due date Form P60 for each employee on the payroll at the year end, and form P11D for each director.
We will deal with any online secure messages sent to us by HMRC in respect of your payroll, and any routine correspondence.
Non-routine investigations and enquiries are not covered by the Limited Company Contractor Service. However, the fee protection service may be applicable, as set out below.
1.3.2 Your responsibilities
You are legally responsible for ensuring the data in your RTI payroll submissions is correct and made on time. Failure to do this may lead to automatic penalties, surcharges and/or interest from HMRC. Employers cannot delegate this legal responsibility to others.
1.4 VAT services
1.4.1 Our responsibilities
If your company is registered for VAT, we will prepare your quarterly VAT returns on the basis of the information and explanations supplied by you (cash accounting, flat rate VAT or standard rate VAT schemes only).
Based on the information that you provide to us, we will tell you how much you should pay and when. If appropriate we will initiate repayment claims where tax has been overpaid. We will advise on the interest and penalty implications if VAT is paid late.
We will forward to you the completed return calculations for you to review, before onward transmission by us to HMRC.
Act as your Agent for online VAT filing with HMRC.
VAT inspections are not covered by the Limited Company Contractor Service. However, the fee protection service may be applicable, as set out below.
1.4.2 Your responsibilities
You are responsible for the accuracy and completeness of the documents and data submitted to us, in a timely manner, to ensure the statutory filing deadlines can be met.
1.5 Preparation of statutory financial statements in compliance with the Companies Act 2006
1.5.1 Your responsibilities as a company director
As a director of the company, you are responsible for preparing financial statements which give a true and fair view of your company, and which have been prepared in accordance with the Companies Act 2006 (the Act).
As a director, you must not approve the financial statements unless you are satisfied that they give a true and fair view of the assets, liabilities, financial position and profit or loss of the company.
You are responsible for ensuring that the company complies with laws and regulations that apply to its activities, for preventing non-compliance, and detecting any that occurs.
1.5.2 Our responsibilities as accountants
We will prepare the financial statements in accordance with the requirements of the Companies Act 2006, to enable profits to be calculated to meet the requirements of current tax legislation and that provide sufficient and relevant information to complete a tax return.
We will compile the financial statements for your approval based on the accounting records and the information and explanations that you provide.
Our work will not be an audit of the financial statements in accordance with International Standards of Auditing (UK and Ireland). We will not be able to provide any assurance that the accounting records or the financial statements are free from material misstatement, whether caused by fraud, other irregularities or error nor to identify weaknesses in internal controls.
Since we will not carry out an audit, nor confirm in any way the accuracy or reasonableness of the accounting records, we cannot provide any assurance whether the financial statements that we prepare from those records will present a true and fair view.
1.6 Corporate taxation services
1.6.1 Our responsibilities
We will prepare the company’s corporate tax self-assessment (CTSA) return. After obtaining your written approval, we will submit this online to HMRC.
We will prepare the corporation tax computation and supporting schedules required for preparation of the company tax return from accounts, information and explanations provided to us on your behalf.
We will tell you how much tax the company should pay and when. If appropriate, we will initiate repayment claims when tax has been overpaid. We will advise on the interest and penalty implications if corporation tax is paid late.
1.6.2 Dealing with routine HMRC correspondence
Non-routine investigations and enquiries are not covered by the Limited Company Contractor Service. However, the fee protection service may be applicable, as set out below.
1.7 Company secretarial
1.7.1 Your responsibilities as a company director
A private company is required to file its financial statements at Companies House within nine months of the year end. The company will be liable for a fine if it fails to do so. We accept no responsibility for fines or regulatory action taken against the directors where the statutory financial statements are not available for filing.
1.7.2 Our responsibilities
We have agreed to act as your agent, and to:
submit the financial statements to the Registrar of Companies,
complete and submit the company’s annual return,
complete and submit any other forms which are required by law to be filed at Companies House, provided that you keep us fully informed of any relevant changes or events which are required to be notified to Companies House, within one week of the change or event,
1.8 Access to electronic online archive and other online services of documents related to your company (if applicable)
1.8.1 Access
You will not be able to access and use the Archos Accounting LTD online archive without a username and password. Once an account has been created you will be issued with a randomly generated password.
1.8.2 License
You are granted a non-transferable, non-exclusive license to use Archos Accounting LTD online archive in accordance with these Terms of Service. If you choose to give another party access to your account you do so at your own risk and you shall remain primarily liable to Archos Accounting LTD for complying with these Terms of Service for the use of the Service.
1.8.3 Security
The Account Holder is ultimately responsible for administering and safeguarding any passwords created to control access to its Archos Accounting LTD account: please keep any password issued to you secure. Our employees do not have access to any Account Holder passwords and will not be able to access your account without the Account Holder’s authentication and permission.
All transfer of Accounts Holder’s data between our servers and any external environment is encrypted.
1.8.4 Availability of the Service
We will make reasonable endeavours at all times to ensure that the Service will be suitable for your intended use. We cannot guarantee that it will be error-free, timely, reliable, entirely secure, virus-free or available at all times since we are dependent on the reliability of the Internet and use of your own computer to access the Service. We will try to keep disruptions to a minimum but it may be necessary to suspend the Service from time to time to carry out maintenance and support work. You will be notified in advance of any potential downtime, and we will endeavour to carry out any maintenance outside of business hours.
1.9 Provision of general accountancy services exclusions
Your subscription to the Service allows for the provision of general accountancy guidance only. For specific matters relating to issues such as IR35, Section 660, MSC Legislation, AWR, contractor insurances, broad advice will be offered and additional services recommended. You should always seek specialist advice on matters specific to your personal circumstances.
If you seek specialist advice, or other accounting activities from us outside of the Service (“Specialised Services”), we may subcontract the provision of those Specialised Services to one of our affiliates, or to a third party.
For any Specialised Services, these will be covered by a separate letter of engagement from Archos Accounting LTD, who will accept instructions to act for you on the basis that they will act in accordance with the above guidelines.
2 Terms of Service – Personal Tax Services
Last updated – January 2015
These terms may be updated from time to time and you will be notified in advance of any significant changes to our Terms of Service.
2.1 Personal taxation services
2.1.1 Our responsibilities
Where we provide Limited Company Contractor Services, we will prepare the income tax computations based on the accounts of your business from the accounting records and other information and explanations provided by you. You authorise us to obtain and use this information on your behalf from your Archos Accounting LTD Accountant.
The Limited company fee includes a personal tax return which comprises of dividend and Schedule E employment income. In the event that you have additional income sources, an additional fee will be payable
We will prepare your personal tax return together with such supporting schedules as appropriate and we will prepare your self-assessment of tax and national insurance contributions payable.
We will send you your tax return, business accounts (if appropriate), tax computation and supporting schedules for you to approve and sign. We will then submit your return electronically to HMRC, with the accounts and computations.
We will tell you how much tax and national insurance contributions you should pay and when. If appropriate we will initiate repayment claims when tax and national insurance contributions have been overpaid.
We will deal with HMRC regarding any amendments required to your return and prepare any amended returns which may be required.
We will advise as to possible claims and elections arising from the tax return and from information supplied by you. Where instructed by you, we will make such claims and elections in the form and manner required by HMRC.
We will deal with all communications relating to your return, addressed to us by HMRC, or passed to us by you. However, if HMRC choose your return for enquiry this work will need to be the subject of a separate assignment in which case we will seek further instructions from you.
2.1.2 Your responsibilities
You are legally responsible for making correct returns by the due date and for payment of tax on time. Failure to meet the deadlines may result in automatic penalties, surcharges and/or interest.
To enable us to carry out the work you agree:
that all returns are to be made on the basis of full disclosure of all sources of income, charges, allowances and capital transactions;
to provide full information necessary for dealing with your affairs: we will rely on the information and documents being true, correct and complete and will not audit the information or those documents;
that we can approach such third parties as may be appropriate for information that we consider necessary to deal with your affairs;
to provide us with information in sufficient time for your tax return to be completed and submitted by the due date.
to forward to us on receipt copies of all HMRC statements of account, PAYE coding notices, notices of assessment, letters and other communications received from HMRC to enable us to deal with them as may be necessary within the statutory time limits; and
to keep us informed about significant changes in your circumstances if they are likely to affect your tax position.
In order for us to do this, we need to receive all relevant information within 30 working days of the due date;
In the event the information is received between 10 to 30 working days of the due date, an additional fee will be payable.
In the event the information is received 10 working days or less from the due date, we cannot guarantee that the return will be submitted on time, unless otherwise agreed with you in advance;
3 General terms and conditions – Personal Tax Services
3.1 Client Acceptance
We reserve the right, at our discretion, not to accept an application to become a Archos accounting LTD client. This may be due to technical constraints, because you or your business has been banned by us from using the service, we have been unable to adequately confirm your identity or for any other reason. No charge will be made for declined applications. The acceptance of your application is based on the trading activity described when first signing up to the Service. If your trading activities change, Archos Accounting LTD may not be the right accountant for you and would not be able to continue to provide services to your company.
If you are transferring from a previous advisor, we are required to enquire whether there are any reasons we should not accept you as a client. Our engagement is subject to a satisfactory response to our enquiries.
3.2 Money Laundering
To help us guard against financial crime we are obliged to comply with the Money Laundering Regulations 2007, the Proceeds of Crime Act 2002, and the Terrorism Act 2000. These require us to carry out identity verification checks before allowing use of the Service. We may request and retain from you such information and documentation as we require for these purposes and/or make searches of appropriate databases and to report, in accordance with the relevant legislation and regulations. Carrying out an identity verification check will place a soft footprint on your credit file however it will not affect your credit rating in any way. If we cannot adequately confirm your identification in accordance with this legislation we reserve the right to refuse you use of the Service.
We have a duty under section 330 of the Proceeds of Crime Act 2002 to report to the Serious Organised Crime Agency (SOCA) if we know, or have reasonable cause to suspect, that you or anyone connected with your business are or have been involved in money laundering. Failure on our part to make a report where we have knowledge or reasonable grounds for suspicion would constitute a criminal offence.
3.3 Limitation of liability
Archos Accounting LTD provides its services with reasonable care and skill. Its liability to you is limited to losses, damages, costs and expenses caused by its negligence or willful default.
Archos Accounting LTD liability is subject to the limits agreed in the engagement letter.
3.3.1 Exclusion of liability for loss caused by others
Archos Accounting LTD will not be liable if such losses, penalties, surcharges, interest or additional tax liabilities are due to the acts or omissions of any other person or due to the provision to it of incomplete, misleading or false information or if they are due to a failure to act on its advice or a failure to provide it with relevant information.
3.3.2 Exclusion of liability in relation to circumstances beyond our control
Archos Accounting LTD will not be liable to you for any delay or failure to perform its obligations if the delay or failure is caused by circumstances outside their reasonable control.
3.3.3 Exclusion of liability relating to the discovery of fraud etc.
Archos Accounting LTD will not be responsible or liable for any loss, damage or expense incurred or sustained if information material to the service it is providing is withheld or concealed from it or misrepresented to it. This applies equally to fraudulent acts, misrepresentation or willful default on the part of any party to the transaction and their directors, officers, employees, agents or advisers.
This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures which Archos Accounting LTD has agreed to perform with reasonable care and skill) have been evident to it without further enquiry.
3.3.4 Exclusion of our liability
We do not restrict our liability (if any) for personal injury or death resulting from our negligence, for fraud committed by us or for any matter, which it would be illegal to limit or to attempt to restrict.
3.3.5 Limitation of our liability
Neither party shall be liable under this agreement to the other party for indirect, special, exemplary, punitive or consequential damages including without limitation loss of goodwill, whether arising from negligence, breach of contract or otherwise. Where we are not legally entitled to exclude our liability, our total liability for any loss or damage relating to any Service (or to our website generally) shall not exceed the amount set out in the engagement letter subject to a deminimus limit of £500.
3.4 Limitation of Third Party Rights
The advice and information provided by Archos Accounting LTD to you as part of the service is for your sole use and not for any third party to whom you may communicate it, unless we have expressly agreed that a specified third party may rely on our work. No responsibility is accepted to third parties, for any advice, information or material produced as part of their work for you, which you make available to them. A party to this agreement is the only person who has the right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
3.5 Commissions or other benefits
In some circumstances we may receive commissions or other benefits for introductions to other professionals or in respect of transactions which we arrange for you. The fees you would otherwise pay will not be reduced by the amount of the commissions or benefits.
3.6 Non-payment of fees
We shall be under no obligation to provide the Service if your fee is not paid to us on time.
3.7 Suspension or termination
If you fail to abide by these Terms of Service, or if payment of the fees is not paid on time, we reserve the right to suspend or terminate the Service. If we withdraw the Service no refund will be payable by us.
3.8 Prohibited Use
Except as otherwise permitted under this Agreement, you shall not:
Remove or alter the conditions of use, any copyright notices and other identification disclaimers as they may appear on the website, or in any print format;
Provide by electronic means to any person other than an authorised user any content;
Alter or change any part of the content.
3.9 Ownership
The legal and beneficial interest in all copyrights, patents, trade marks, service marks, design rights (whether registered or unregistered), database rights, proprietary information rights and all other proprietary rights as may exist anywhere in the, world together with applications associated with any such rights (“Intellectual Property Rights”) relating to the Service, belong to Archos Accounting LTD at all times. You obtain no ownership rights in the Service or any of the Intellectual Property Rights pursuant to or arising out of this Agreement. You are solely responsible for the provision of accurate and reliable data.
We reserve the right to disclose your Data to law enforcement officials in the investigation of fraud or other alleged unlawful activities but otherwise we will only use your Data to provide the Service.
3.10 Further provisions
These Terms of Service and our Privacy Statement describe the entire agreement between you and us regarding the Service, and supersede any prior understandings or agreements. We shall be entitled to assign or subcontract our rights and/or obligations under these Terms of Service to another party. You may not transfer any of your rights or obligations under these Terms of Service without our prior written consent. Failure at any time to enforce any of these terms and conditions or to require performance by the other party of any such term or condition shall not be construed as a waiver of such provision or affect the right of either party to enforce the same. If any provision is held to be invalid or unenforceable by any tribunal of competent jurisdiction, the remaining provisions shall not be affected and shall be carried out as closely as possible according to the original intent.
3.11 Data Protection
We confirm that we will comply with the provisions of the Data Protection Act 1998 when processing personal data about you and your family. In order to carry out the services of this engagement and for related purposes such as updating the enhancing our client records, analysis for management purposes and statutory returns, legal and regulatory compliance and crime prevention we may obtain, process, use and disclose personal data about you.
3.12 Electronic and Other Communication
We will communicate with you and with third parties via email or by other electronic means, unless another method is more appropriate. You will be responsible for virus checking emails and any attachments.
With electronic communication, there is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties. We use virus-scanning software to reduce the risk of viruses and similar damaging items being transmitted through emails or electronic storage devices.
However, electronic communication is not totally secure and we cannot be held responsible for damage or loss caused by viruses nor for communications, which are corrupted or altered after dispatch. Nor can we accept any liability for problems or accidental errors relating to this means of communication especially in relation to commercially sensitive material. Any communication by us with you sent through the post system is deemed to arrive at your postal address two working days after the day that the document was sent.
3.13 Retention of and Access to Records
You have a legal responsibility to retain documents and records relevant to your tax affairs. During the course of our work, we may collect information from you and others relevant to your tax affairs. We will return any original documents to you, if requested. Documents and records relevant to your tax affairs are required by law to be retained by individuals and companies for 6 years from the end of the accounting period. Whilst certain documents may legally belong to you, we may destroy correspondence and other papers that we store, electronically or otherwise, which are more than 7 years old. You must inform us if you require the return or retention of any specific documents for a longer period.
3.14 Complaints
We are committed to providing you with a high quality service that is both efficient and effective. However, should there be any cause for complaint in relation to any aspect of our service, please email your complaint to info@archosltd.co.uk, where this will be dealt with by our Chief Partner. We agree to look into any complaint carefully and promptly and do everything reasonable to put it right.
Contracts (Rights of Third Parties) Act 1999
Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.
Applicable Law
These Terms of Service are governed by and construed in accordance with English Law and the parties agree to submit to the exclusive jurisdiction of the Courts of England.
3.15 Definitions
“HMRC” means HM Revenue & Customs
“us” “we” and “our” refers to Boox, a trading division of The App Accountancy Group Limited, Unit 7 Cumberland Gate, Cumberland Road, Portsmouth, Hampshire, PO5 1AG .
“you” means the person who has engaged personal tax services;
“your Data” means any data entered or uploaded by you while using the Service.
4 Fees for Limited Company Contractor Services
4.1 Limited Company Contractor Services Fees
Limited Company Contractor Services is an annual service. Our fees will be agreed at the start of the Initial Term and will advertised on our website. Any changes to our fees will be notified to you in advance and will only be applicable from the start of any Subsequent Term. For your convenience we offer the ability to spread the cost over 12 equal annual payments, monthly in arrears.
You have the option to pay your annual fee in advance at commencement of the service and then at the first anniversary of your engagement. We offer a 10% discount for this service. If an Annual payment is made for the Service please note, we cannot offer a pro-rated refund if you choose to cancel your account before the end of the year for which you have paid.
4.2 Additional Service Fee
The Fees include the fee for a company using the online accounting software (if applicable) in accordance with 1.2.1.
4.3 General
Our fees are posted on our website and may vary from time to time. Prices on our website are quoted in UK pounds Sterling and exclude VAT, which is also payable. You will be notified in advance of any changes to our current price plan.
4.4 Other fees
Any filing charges incurred at Companies House by us as your agent, such as filing your Annual Return, will be recharged to you at cost price.
Once any company return has been filed, Archos Accounting LTD cannot be held responsible or accountable for any omissions in your accounts. Any changes required after submission do not fall within our standard fees above, and will be agreed with you in advance and charged separately.
5 Promotions and Referrals
From time to time we will advertise promotions and referral discounts. If taken advantage of we will make appropriate discount on your next Archos Accounting LTD service invoice.
6 General terms and conditions
6.1 Client Acceptance
We reserve the right, at our discretion, not to accept an application to become a Archos Accounting LTD client. This may be due to technical constraints, because you or your business has been banned by us from using the service, we have been unable to adequately confirm your identity, or for any other reason. No charge will be made for declined applications. The acceptance of your application is based on the trading activity described when first signing up to the Service. If your trading activities change, Archos Accounting LTD may not be the right service for you and we would not be able to continue to provide services to your company.
If you are transferring from a previous advisor, we are required to enquire whether there are any reasons we should not accept you as a client. Our engagement is subject to a satisfactory response to our enquiries.
6.2 Money Laundering
To help us guard against financial crime we are obliged to comply with the Money Laundering Regulations 2007, the Proceeds of Crime Act 2002, and the Terrorism Act 2000. These require us to carry out identity verification checks before allowing use of the Service. We may request and retain from you such information and documentation as we require for these purposes, and/or make searches of appropriate databases, and to report, in accordance with the relevant legislation and regulations. Carrying out an identity verification check will place a soft footprint on your credit file however it will not affect your credit rating in any way. If we cannot adequately confirm your identification in accordance with this legislation we reserve the right to refuse you use of the Service.
We have a duty under section 330 of the Proceeds of Crime Act 2002 to report to the Serious Organised Crime Agency (SOCA) if we know, or have reasonable cause to suspect, that you or anyone connected with your business are or have been involved in money laundering. Failure on our part to make a report where we have knowledge or reasonable grounds for suspicion would constitute a criminal offence.
6.3 Limitation of liability
Boox provides its services with reasonable care and skill. Its liability to you is limited to losses, damages, costs and expenses caused by its negligence or willful default.
Archos Accounting LTD liability is subject to the limits agreed in the terms of engagement.
6.3.1 Exclusion of liability for loss caused by others
Archos Accounting LTD will not be liable if such losses, penalties, surcharges, interest or additional tax liabilities are due to the acts or omissions of any other person, or due to the provision to it of incomplete, misleading or false information, or if they are due to a failure to act on its advice or a failure to provide it with relevant information.
6.3.2 Exclusion of liability in relation to circumstances beyond our control
Archos Accounting LTD will not be liable to you for any delay or failure to perform its obligations if the delay or failure is caused by circumstances outside their reasonable control.
6.3.3 Exclusion of liability relating to the discovery of fraud etc.
Archos Accounting LTD will not be responsible or liable for any loss, damage or expense incurred or sustained if information material to the service it is providing is withheld or concealed from it or misrepresented to it. This applies equally to fraudulent acts, misrepresentation or willful default on the part of any party to the transaction and their directors, officers, employees, agents or advisers.
This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures which Boox has agreed to perform with reasonable care and skill) have been evident to it without further enquiry.
6.3.4 Exclusion of our liability
We do not restrict our liability (if any) for personal injury or death resulting from our negligence, for fraud committed by us or for any matter, which it would be illegal to limit or to attempt to restrict.
6.3.5 Limitation of our liability
Neither party shall be liable under this agreement to the other party for indirect, special, exemplary, punitive or consequential damages including without limitation loss of goodwill, whether arising from negligence, breach of contract or otherwise. Where we are not legally entitled to exclude our liability, our total liability for any loss or damage relating to any Service (or to our website generally) shall not exceed the amount set out in the Terms of Engagement subject to a deminimus limit of £750.
6.3.6 Liability to us
If you access the Service using a password created to control access to the Account Holder’s Archos Accounting LTD account (if applicable), then the Account Holder shall be held liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you. Otherwise, you shall be held personally liable for any reasonable costs and expenses incurred by us as a result of breach of these Terms of Service by you.
6.4 Limitation of Third Party Rights
The advice and information provided by Archos Accounting LTD to you as part of the service is for your sole use and not for any third party to whom you may communicate it unless we have expressly agreed that a specified third party may rely on our work. No responsibility is accepted to third parties, for any advice, information or material produced as part of their work for you, which you make available to them. A party to this agreement is the only person who has the right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
6.5 Commissions or other benefits
In some circumstances we may receive commissions or other benefits for introductions to other professionals or in respect of transactions which we arrange for you. The fees you would otherwise pay will not be reduced by the amount of the commissions or benefits.
6.6 Non-payment of fees
We shall be under no obligation to provide the Service if the subscription fee is not paid to us on time. The Account Holder must ensure that we have complete and accurate billing and contact information throughout the subscription period, including the full name of the Account Holder, its business address, and a billing contact email address. If subscription fees become overdue we reserve the right to suspend your access to the Service until the balance is paid and we may close the Archos Accounting LTD account permanently and disengage ourselves as the Account Holder’s Agent.
6.7 Suspension or termination
If you fail to abide by these Terms of Service, or if payment of the subscription fees is not paid on time, we reserve the right to suspend or terminate your access to the Service. If we withdraw access to the Service no refund will be payable by us. One month’s notice will be given prior to the suspension of an account after which time if any issue has not been resolved within the following month we will take action to disengage ourselves as your Agent. We also reserve the right to close any Archos Accounting LTD account for any reason, by giving one month’s notice.
Suspension of your account could seriously jeopardise our ability to manage your company accounts and could lead to the missing of submission deadlines. Boox cannot be held liable for any fines incurred resulting from this.
6.8 Cancellation
You have the right to cancel within 14 days of entering into this agreement and signing up to the service with Archos Accounting LTD. If you choose to cancel within 14 days, your 1st month’s payment will be refunded to you subject to the deduction of any costs we have incurred on your behalf, such as company incorporation costs or software licensing.
Subject to the above, this agreement is for a period of twelve (12) months (the “Initial Term”) and shall then subsist for a further period or periods of twelve (12) months (a “Subsequent Term”) unless terminated by you giving 30 days written notice expiring on the last day of the Initial Term (or any Subsequent Term).
To cancel and close the Account Holder’s Archos Accounting LTD account at any time contact us on info@archosltd.co.uk.
Following the cancellation of your account, Archos Accounting LTD will have no further responsibility in relation to the preparation or filing of your Limited Company accounts, unless otherwise agreed. As a Director you will have continued responsibilities and are solely responsible for identifying another service or accountant to satisfy the need for the service that we provided.
6.9 Request to close your Limited Company
If you no longer require your Limited Company, we can assist you with the closure of the company. We will provide the following services:
Preparing closure accounts
Preparing final tax computations
Preparing final VAT return and deregistering the company from VAT
Calculating final distribution
De-registering the company from PAYE
Preparing the striking off form for filing at Companies House
6.10 Prohibited Use
Except as otherwise permitted under this Agreement, you shall not:
Remove or alter the conditions of use, any copyright notices and other identification disclaimers as they may appear on the website, or in any print format;
Provide by electronic means to any person other than an authorised user any content; or
Alter or change any part of the content.
6.11 Ownership
The legal and beneficial interest in all copyrights, patents, trade marks, service marks, design rights (whether registered or unregistered), database rights, proprietary information rights and all other proprietary rights as may exist anywhere in the world together with applications associated with any such rights (“Intellectual Property Rights”) relating to the Service belong to Archos Accounting LTD at all times. You obtain no ownership rights in the Service or any of the Intellectual Property Rights pursuant to or arising out of this Agreement. The Account Holder has sole responsibility for the provision of accurate and reliable data. The Account Holder retains ownership of any Intellectual Property Rights it has in your Data (such as rights in its logo, for example.) Intellectual Property Rights in your Data will not be transferred to us. We reserve the right to disclose your Data to law enforcement officials in the investigation of fraud or other alleged unlawful activities but otherwise we will only use your Data to provide the Service.
6.12 Further provisions
These Terms of Service and our Privacy Statement describe the entire agreement between you and us regarding the Service, and supersede any prior understandings or agreements. We shall be entitled to assign or subcontract our rights and/or obligations under these Terms of Service to another party. As Account Holder you may not transfer any of your rights or obligations under these Terms of Service without our prior written consent. Failure at any time to enforce any of these terms and conditions or to require performance by the other party of any such term or condition shall not be construed as a waiver of such provision or affect the right of either party to enforce the same. If any provision is held to be invalid or unenforceable by any tribunal of competent jurisdiction, the remaining provisions shall not be affected and shall be carried out as closely as possible according to the original intent.
6.13 Data Protection
We confirm that we will comply with the provisions of the Data Protection Act 1998 when processing personal data about you and your family. In order to carry out the services of this engagement and for related purposes such as updating the enhancing our client records, analysis for management purposes and statutory returns, legal and regulatory compliance and crime prevention we may obtain, process, use and disclose personal data about you.
6.14 Electronic and Other Communication
We will communicate with you and with third parties via email or by other electronic means, unless another method is more appropriate. You will be responsible for virus checking emails and any attachments.
With electronic communication, there is a risk of non-receipt, delayed receipt, inadvertent misdirection or interception by third parties. We use virus-scanning software to reduce the risk of viruses and similar damaging items being transmitted through emails or electronic storage devices.
However, electronic communication is not totally secure and we cannot be held responsible for damage or loss caused by viruses nor for communications, which are corrupted or altered after dispatch. Nor can we accept any liability for problems or accidental errors relating to this means of communication especially in relation to commercially sensitive material. Any communication by us with you sent through the post system is deemed to arrive at your postal address two working days after the day that the document was sent.
6.15 Retention of and Access to Records
You have a legal responsibility to retain documents and records relevant to your tax affairs. During the course of our work, we may collect information from you and others relevant to your tax affairs. We will return any original documents to you, if requested. Documents and records relevant to your tax affairs are required by law to be retained by individuals and companies for 6 years from the end of the accounting period. Whilst certain documents may legally belong to you, we may destroy correspondence and other papers that we store, electronically or otherwise, which are more than 7 years old. You must inform us if you require the return or retention of any specific documents for a longer period.
6.16 Complaints
We are committed to providing you with a high quality service that is both efficient and effective. However, should there be any cause for complaint in relation to any aspect of our service please email your complaint to customerservice@boox.co.uk where this will be dealt with by our Chief Operating Officer. We agree to look into any complaint carefully and promptly and do everything reasonable to put it right. If you are still not satisfied you can refer your complaint to our professional body, the Institute of Chartered Accountants in England and Wales.
Contracts (Rights of Third Parties) Act 1999
Persons who are not party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.
Applicable Law
These Terms of Service are governed by and construed in accordance with English Law and the parties agree to submit to the exclusive jurisdiction of the Courts of England.
6.17 Definitions
“Account Holder” means limited company, which has a Boox account;
“Archos Accounting LTD account” means a current subscription to the Service;
“HMRC” means HM Revenue & Customs;
“us” “we” and “our” refers to Archos Accounting LTD;
“you” means the Account Holder;
“your Data” means any data or documents submitted to us by you while using the Service.