TERMS & CONDITIONS OF TRADE
These Terms & Conditions form the principles under which GC Services conducts business with its clients.
We will do business with you on the understanding that both of us will abide by these Terms and Conditions.
CONTEXT & OBJECTIVE
Thank you for allowing us the chance to support you and your business concerning your advisory, accounting, and taxation needs. It's essential for us to align on the scope of our services and our trading terms to ensure mutual clarity and satisfaction.
These Terms & Conditions outline the foundational guidelines that govern the business relationship between GC Services and its clients. Our collaboration is based on mutual adherence to these terms, ensuring transparency and accountability in our interactions.
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ANTI-MONEY LAUNDERING (AML) & COUNTERING FINANCING OF TERRORISM (CFT) ACT 2009
This accounting practice does not offer any ‘captured activities’ as defined by the Act, and as such, does not offer the following services: (a) to act as a formation agent, (b) to act as a nominee director, nominee shareholder or trustee (c) the management of client funds, accounts, securities or other assets (d) real estate agent work (e) provision of a registered office or a business address, correspondence address or administrative address for any company or partnership or for any person or legal arrangement (f) engage or give instruction on behalf of a client to another person for any conveyancing, REA s41(1) transactions, the transfer of a beneficial interest in land or realty, a transaction involving buying or selling a business, a transaction relating to creating, operating or managing a legal person or legal arrangement.
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The involved parties mutually agree on the following terms:
1. CONDUCT
GC Services expects to conduct business with you in a professional manner and maintain a good relationship with you as one of the highest priorities. Both parties agree to always act in good faith when dealing with each other.
2. SENSITIVE DATA
To effectively carry out tasks with you or on your behalf, we gather, acquire, compile, and utilize information from diverse sources such as government agencies, official registries, and subscription databases. This includes the details you provide us with, including our conversations. All data, alongside any other documents or records gathered during the provision of our services, constitute what we refer to as "the file". This file is mandated to be retained for seven years following the conclusion of our work for you. Rest assured, we maintain strict confidentiality regarding the file and handle all personal information in compliance with the Privacy Act's guiding principles.
3. CONFIDENTIALITY
We will hold in confidence all information concerning you or your affairs that we acquire during the course of the engagement, unless requested to supply any information as the result of a request from a government agency under its statutory powers. As a member of ATAINZ, our work and files are subject to the review rules of ATAINZ, under which compliance with professional standards by members is monitored. These procedures and rules require us to disclose to ATAINZ, its reviews and its disciplinary bodies our files, including client information. By allowing us to undertake any engagement (whether or not an engagement letter is signed by you), you acknowledge that if a request is reviewed, our files relating to any engagements will be made available to ATAINZ, its reviewers and its disciplinary bodies. These parties are obliged to keep all information confidential. We mutually agree to maintain confidentiality regarding our business dealings, with the following exceptions:
3.1 Should it be necessary, either of us may refer to the existence of our commercial relationship with the other, unless a prior written agreement stipulates otherwise.
3.2 Such references are confined to acknowledging the existence of the relationship, including the use of publicly available logos, trademarks (with proper attribution), and website links.
3.3 Should it be deemed necessary, we may enter into an additional Confidentiality Agreement. However, these Terms and Conditions supersede any prior agreements concerning this section's terms.
4. TERMINATION
Unless specified in a different agreement, you have the option to end your agreement with us whenever you wish. If we don't receive any instructions from you for a consecutive 12-month period, we'll consider your instructions as fulfilled or we may, on reasonable notice to you, terminate our engagement at any time.
If, for any reason, you request the release or transfer of your file, we will provide transfer or release of your file to you upon settlement of all outstanding invoices, fees, and reasonable expenses incurred up to the termination date.
5. TAX AGENCY AUTHORISATION
We may request your authority to serve as the tax agent for applicable tax types concerning your business and personal taxation (including but not limited to income tax, PAYE and GST). Please sign the provided authority form if asked to do so.
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6. CONDUCT
At GC Services, we anticipate conducting business with you professionally, prioritizing the maintenance of a positive relationship. Both parties commit to acting in good faith consistently in our interactions.
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7. QUOTATIONS, PRICES & ORDERS
Where appropriate we will provide a written quotation on request for services.
7.1 All quotations remain valid for one month from the date of issuance.
7.2 Prices quoted are in New Zealand Dollars ($) and do not include GST. These rates will be invoiced accordingly at the quoted rates on the date of invoicing.
7.3 We retain the right to modify service pricing at any time. You will be billed for ongoing existing services at the initial rate until the conclusion of the current service term.
8. OWNERSHIP
Until paid for in full, all accounting reports, records, and work papers remain the property of GC Services.
9. PROVISION OF SERVICES
We may offer standard services to you as outlined in our service list, which will be provided on an ongoing basis where applicable. Typically, these standard services are rendered annually (referred to as the "term"), and this term automatically renews.
9.1 You are solely responsible for your utilization of any standard service, always ensuring compliance with relevant authorities.
9.2 We retain the discretion to decline an order or to decline renewal of a standard service without providing a reason.
9.3 We hold the right to discontinue the provision of a standard service without prior notice if you fail to fulfil your obligations outlined in these Terms and Conditions.
10. MODIFICATIONS TO CURRENT SERVICES
At your request, we can remove activities from your existing service schedule during its current term at the quoted rate. Additionally, new activities can be added at a rate of $100.00 + GST for new services.
11. VARIATION
A variation or addition of any term in this agreement is only effective by means of notification in writing. We may amend these Terms and Conditions of Trade by sending you either a notice of amendment in writing or a revised Terms and Conditions of Trade.
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12. RETENTION OF FILES AND DOCUMENTS
We will retain all your files and documents while money is owed to us. We keep all files relating to your engagement for at least seven years after the engagement has ended. If you uplift your files before that period, we may charge you a fee
to print/copy the files and make them available for your uplift.
13. CONTINUED SERVICES
We might not issue a formal quote for each activity that you request us to perform, when you are engaged for ongoing services. In such instances you will be billed at $100.00 per hour + GST unless we agree prior, on another rate in writing.
To ensure we fully understand your ongoing needs and the way your organisation operates, we may request written confirmation of each requirement initially.
After we have been working together for some time, we typically accept instructions through the following methods;
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Verbally
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Written Request
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Email
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Telephone
If you prefer not to use any of these methods or would like to propose an alternative method for giving instructions, please let us know.
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14. ELECTRONIC COMMUNICATIONS
Our preference is to supply all material and advice in electronic format. Although we take all normal and reasonable security precautions, we cannot warrant that these communications will be complete, secure and free from viruses or other defects or will not be delayed or fail to be received. If you do not consent to the use of electronic communication in the course of providing the Services, you should notify us in writing.
15. STANDARD SERVICES
Standard services are billed upon completion of the work, and our usual payment terms are applicable from the invoice date. Clients under ongoing contracts for services will by default be billed monthly.
16. STANDARD TRANSACTIONS
16.1 If you do not have a credit agreement with us, full payment is required at the time of placing any request for work.
16.2 Advance payment is necessary for the preparation of accounts with overdue tax returns.
17. CREDIT TERMS
At our discretion, we may offer you a credit facility and will provide you with details and any additional conditions in writing. We reserve the right to terminate this facility at any time, without prior notice or explanation.
Payment terms for delivered products and services will remain unchanged, but any undelivered product or services will revert to our standard terms. Additionally, we reserve the right to conduct credit checks with third parties.
18. CREDIT FACILITY TRANSACTIONS
18.1 Our standard payment terms for credit accounts require full payment within 7 days of the invoice date, unless previously agreed otherwise in writing. If you wish to set up an alternative payment arrangement, please discuss this with us before commencement or request of work.
18.2 We do not have facilities to handle unnecessary credit control functions and prefer not to do business with clients who require debt collection action. If you cause us to pursue outstanding payments, we may decline to conduct further business with you.
18.3 Failure to pay by the due date will lead to the immediate termination of services without prior notice. We will take legal action to recover any outstanding debts or unpaid items.
18.4 Any overdue amounts may incur a late payment interest charge of up to 1% per month, compounding.
18.5 You will be liable for all costs associated with recovering outstanding debts.
19. NOTIFICATIONS
All communications or notices within these terms of trade will be sent to the recipient's most recent address on record.
20. CLIENT CARE
Whatever service we provide to you must be undertaken in a way where we:
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Act competently, in a timely way and in accordance with the instructions received and arrangements made.
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Protect and promote your interests and act for you, free from compromising influences or loyalties.
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Discuss with you your objectives and how they should best be achieved.
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Provide you with information about the work to be done, who will do it, and the way the services will be delivered.
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Charge you a fair and reasonable fee commensurate with the skill required and the risk undertaken to provide the service. We will ensure you are aware when you will be billed.
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Give you clear information and advice. Where appropriate, we will outline the options available to you and let you decide, but in most instances, we will attempt to provide a specific recommendation.
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Protect your privacy and ensure appropriate confidentiality.
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Treat you fairly, respectfully and without discrimination.
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Keep you informed about the work being done and advise you when it is completed.
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21. CONFLICTS OF INTEREST
GC Services believes in full disclosure. If there is a possible conflict of interest, then this will be disclosed prior to work commencing. If a conflict of interest arises or has the possibility of arising during the engagement, then this will be discussed with you. GC Services is experienced in operating with several clients and has procedures in place to ensure that confidential information belonging to one client is not shared with another client. We have procedures in place to deal with issues that arise if the interests of two or more client’s conflict. Our acting for you does not restrict us acting for other clients on separate matters by reason only that their engagement with GC Services may be different to yours.
22. DUTY OF CARE
Our other person or entity. Our advice is to you, our client, and is not designed for any third party. Before any third party may rely on our advice, we must agree to this in writing. duty of care is to you or to the organisation that has engaged us and is not to any Unless required by law, you may not provide our advice to any third party or submit it to a government authority without our agreement.
23. RATE CHANGES
From time to time, we will adjust the hourly rate of our staff. If this occurs within a contract/quoted service, then we will discuss the rate change with you and come to a mutually agreed outcome.
24. FEE DISPUTE
We keep our charges reasonable on the expectation we will be paid promptly. If you wish to dispute an invoice, please do so immediately rather than just not pay it and wait for a follow up from us. Fee disputes should be in writing to us, outline the grounds for the dispute, and your desired outcome. It is expected that you pay any amount not in dispute by the due date, leaving only the disputed amount to be resolved.
25. ACCURACY OF INFORMATION
You warrant that all information you provide to us is accurate, lawful and not misleading and in turn, we warrant that as much as we can reasonably foresee, the advice we provide to you is accurate. We will be entitled to rely upon the accuracy of all information provided by you, or by others on your behalf, without independently verifying it. We do not accept responsibility for advice provided which is partially based on incorrect information supplied from a third party or governmental agency.
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26. INTELLECTUAL PROPERTY
Unless stated in some other agreement, all copyright and other intellectual property arising from the engagement or created by us in conjunction with the advice provided to you will remain our property.
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27. LIMITATIONS OF OBLIGATIONS
We are not responsible for any failure to advise on any matter that falls outside the scope of our engagement nor to provide updates to that advice after the initial advice has been given.
28. LIMITATIONS OF LIABILITY
We will not be liable, whether in contact, tort (including negligence) or otherwise for;
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Any loss of profit or revenue, exemplary damages or any indirect or consequential loss or damage howsoever described or claimed.
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Any loss or damage to the extent it is attributable to your conduct or a failure by you to take reasonable care of your own interests.
29. CONSUMER GAURENTEES ACT 1993
Where you are acquiring our services for the purposes of a business, the Consumer Guarantees Act 1993 will not apply.
30. NON-DISCLOSURE RIGHTS
Tax advice is subject to non-disclosure rights under the Tax Administration Act 1994 and may also be subject to legal privilege. If so, the Inland Revenue cannot require you to provide all of the advice given to them. You should not disclose tax advice to any other party, including the Commissioner of Inland Revenue and any of his/her officers without first obtaining professional advice. If the Inland Revenue request documentation, please seek advice as to what you are required to disclose. Disclosure to any other person may void the non-disclosure right.
31. PERSONAL TAX IMPLICATIONS
Some of the matters on which we advise (e.g. employee share schemes, superannuation funds) may have personal tax implications for directors and employees. Unless advising on such personal tax implications is expressly included in the Services, we will not bear any liability to you or any relevant directors or employees in respect of those personal tax implications. You indemnify us against any claim by any such directors or employees in this respect.
DISCLAIMER: While every care has been taken to supply accurate information, errors and omissions may occur. Accordingly, GC Services accepts no responsibility for any loss caused as a result of any person relying on the information supplied.
If you have any questions or comments regarding these Terms & Conditions, please contact us.
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