Standard terms of business
1 Applicable law
1.1 This engagement letter shall be governed by, and construed in accordance with English law. The
Courts of England shall have exclusive jurisdiction in relation to any claim, dispute or difference
concerning the engagement letter (including the firm’s standard terms of business) and any matter
arising from it. Each party irrevocably waives any right it may have to object to an action being
brought in those Courts, to claim that the action has been brought in an inconvenient forum, or to
claim that those Courts do not have jurisdiction.
1.2 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. This clause does not affect any right
or remedy of any person which exists or is available otherwise than pursuant to that Act.
1.3 The advice we give you is for your sole use and is confidential to you and will not constitute advice
for any third party to whom you may communicate it. We will accept no responsibility to third parties
for any aspect of our professional services or work that is made available to them.
2 Client identification
2 1 In common with all accountancy and legal practices, the firm is required by law to:
• Maintain identification procedures for clients and beneficial owners of clients;
• Maintain records of identification evidence and the work undertaken for the client; and
• Report, in accordance with the relevant legislation and regulations.
2 2 We may use electronic checks as part of our identification procedures. We confirm that these
electronic checks are not credit checks.
3 Quality of service
3.1 We aim to provide you with a fully satisfactory service and Barry Davidson FCA FCCA as
engagement partner will seek to ensure that this is so. If, however, you are unable to deal with any
difficulty through them and their team please contact Giles Webb. We undertake to look into any
complaint carefully and promptly and to do all we can to explain the position to you. We will
acknowledge your letter within five business days of its receipt and endeavour to deal with your
complaint within eight weeks. If we do not answer your complaint to your satisfaction you may of
course take up the matter with the Institute of Chartered Accountants in England and Wales
(ICAEW).
3.2 We are not licensed or authorised for the reserved legal activity of non-contentious probate.
Consequently, any work we do for you on closely aligned activities, such as estate administration or
inheritance tax advice, will not be covered by the ICAEW Probate Compensation Scheme, this
service will not be covered by legal personal privilege and you will not have access to the Legal
Ombudsman.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
3.3 We are required to be honest and to take reasonable care to ensure that your returns to HMRC are
accurate. To allow us to do this, you in turn are required to be honest and truthful with us, providing
us with all the relevant information required in a timely manner.
For more information about ‘Your Charter’ for your dealings with HMRC, visit
https://www.gov.uk/government/publications/hmrc-charter.
4 Client monies
4.1 We may, from time to time, hold money on your behalf. Such money will be held in trust in a client
bank account, which is segregated from the firm’s funds. The account will be operated, and all funds
dealt with, in accordance with the Clients’ Money Regulations of the ICAEW.
4.2 All client money will be held in an interest-bearing account. In order to avoid an excessive amount
of administration, interest will only be paid to you where the amount of interest that would be earned
on the balances held on your behalf in any calendar year exceeds £25. Any such interest would be
calculated using the prevailing rate applied by HSBC Bank Plc for small deposits subject to the
minimum period of notice for withdrawals. Subject to any tax legislation, interest will be paid gross.
4.3 If the total sum of money held on your behalf exceeds £10,000 for a period of more than 30 days,
or such sum is likely to be held for more than 30 days, then the money will be placed in a separate
interest-bearing client bank account designated to you. All interest earned on such money will be
paid to you. Subject to any tax legislation, interest will be paid gross.
4.4 We will return monies held on your behalf promptly as soon as there is no longer any reason to
retain those funds. If any funds remain in our client account that are unclaimed and the client to
which they relate has remained untraced for five years or we as a firm cease to practise then we
may pay those monies to a registered charity.
5 Commissions or other benefits
5.1 In some circumstances, commissions or other benefits may become payable to us or one of our
associates in respect of transactions we or such associates arrange for you. If this happens we will
notify you in writing of the amount and terms of payment. The nature of the engagement and
professional judgement would determine the frequency and detail required to ensure compliance
with our Code of Ethics. You consent to such commission or other benefits being retained by us or,
as the case may be, by our associates, without our, or their, being liable to account to you for any
such amounts.
5.2 If in the future, abnormally large commissions are received which were not envisaged when the
engagement letter was signed, we will obtain specific consent to the retention of those commissions.
6 Investment advice - exempt regulated activities
6.1 Although we are not authorised by the Financial Conduct Authority to conduct Investment Business,
we are licensed by the ICAEW to provide certain limited investment services where these are
complementary to, or arise out of, the professional services we are providing to you.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
6.2 Such assistance may include the following:
• advising you on investments generally, but not recommending a particular investment or type of
investment;
• referring you to a Permitted Third Party (PTP) an independent firm authorised by the FCA and
assisting you and the authorised third party during the course of any advice given by that
party. This may include comment on, or explanation of, the advice received (but we will not
make alternative recommendations). The PTP will issue you with their own terms and conditions
letter, will be remunerated separately for their services and will take full responsibility for
compliance with the requirements of the Financial Services and Markets Act 2000. The firm may
receive commission from such an introduction, in which case you will be fully informed of the
expected size and nature of such commission at the time of the introduction.
• advising on the sale of a contractually based investment other than disposing of any rights or
interests which you may have as a member of a personal pension scheme;
• advising and assisting you in transactions concerning shares or other securities not quoted on
a recognised exchange;
• managing investments or acting as trustee (or donee of a power of attorney) where decisions to
invest are taken on the advice of an authorised person;
6.3 We may also, on the understanding that the shares or other securities of the company are not
publicly traded:
• advise the company, existing or prospective shareholders in relation to exercising rights, taking
benefits or share options valuation and methods;
• arrange any agreements in connection with the issue, sale or transfer of the company’s shares
or other securities;
• arrange for the issue of the new shares; and
• act as the addressee to receive confirmation of acceptance of offer documents etc.
6.4 If you are dissatisfied in any way with our services described in this section, you should follow the
procedures set out in the “Quality of Service” section above. In the unlikely event that we cannot
meet our liabilities to you, you may be able to claim compensation under our professional body’s
compensation scheme. Further information about the scheme and the circumstances in which
grants may be made is available on ICAEW’s website: www.icaew.com/cacs.
Financial promotions
6.5 To enable us to provide you with a proper service, there may be occasions when we will need to
contact you without your express permission concerning investment business matters. For example,
it may be in your interests to sell a particular investment and we would wish to inform you of this.
We may therefore contact you in such circumstances but would only do so in our normal office
hours. We shall of course comply with any restrictions you may wish to impose which you notify to
us in writing.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
7 Fees and payment terms
7.1 Our fees may depend not only on the time spent on your affairs by the partners and our staff and on
the levels of skill and responsibility involved, but also the level of risk identified and any advice
provided. Unless otherwise agreed, our fees will be billed at appropriate intervals during the course
of the year and will be due on presentation.
7.2 We may indicate a fixed/indicative fee for the provision of specific services. We will not usually
identify fixed fees for more than a year in advance as these may need to be revised in light of
subsequent events. Where we estimate our fees for any specific work, this will not be binding unless
this is clearly stated to you. Otherwise, our fees will be based on the hours worked by each member
of staff necessarily engaged on your affairs, multiplied by their charge-out rate per hour, VAT being
charged thereon.
7.3 If it is necessary to carry out work outside the responsibilities outlined in this letter it will involve
additional fees. Accordingly we would like to point out that it is in your interests to ensure that your
records etc., are completed to the agreed stage. Our fees will exclude out of pocket expenses. Out
of pocket expenses plus VAT will be billed as incurred for reimbursement by you.
7.4 In certain circumstances you may be entitled to assistance with your professional fees or tax affairs,
through insurance policies you may hold. Unless such insurance policies you hold were arranged
through us, you will need to inform us of any such insurance cover you have. You will remain liable
for our fees regardless of whether all or part are to be paid by your insurers.
7.5 Invoices are payable in full before the report is signed and the accounts are made available for filing.
If you do not accept that an invoiced fee is reasonable and fair, you must advise us within 21 days
of receipt.
7.6 We offer the facility for you to pay your fees by monthly instalments. We do not charge any interest
or charges under this arrangement. As these terms have been entered and have been agreed after
18 March 2015 this instalment agreement is not a regulated credit agreement.
7.7 Our terms relating to payment of amounts invoiced and not covered by standing orders, where
appropriate, are strictly 14 days net. Interest will be charged on all overdue debts at the rate for the
time being applicable under the Late Payment of Commercial Debts (Interest) Act 1998.
7.8 Should circumstances arise where a client company, trust or other entity is unable or unwilling to
pay our fees, we reserve the right to demand payment from the individual (or parent entity) giving
us instructions on behalf of the client.
7.9 To the extent that we are permitted by law or by professional guidelines, we hold the right to exercise
a lien over all funds, documents and records in our possession relating to all engagements for you
until all outstanding fees are paid in full.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
8 Retention of and access to records
8.1 During the course of our work we will collect information from you and others acting on your behalf
and will return any original documents to you following the preparation of your accounts and returns.
8.2 Whilst certain documents may legally belong to you, we intend to destroy correspondence and other
papers that we store which are more than seven years old, other than documents which we consider
to be of continuing significance. If you require retention of any document you must notify us of that
fact in writing.
9 Electronic communication
9.1 Internet communications are capable of data corruption and therefore we do not accept any
responsibility for changes made to such communications after their despatch. It may therefore be
inappropriate to rely on advice contained in an e-mail without obtaining written confirmation of it. We
do not accept responsibility for any errors or problems that may arise through the use of internet
communication and all risks connected with sending commercially sensitive information relating to
your business are borne by you. If you do not agree to accept this risk, you should notify us in writing
that e-mail is not an acceptable means of communication.
9.2 It is the responsibility of the recipient to carry out a virus check on any attachments received.
10 Data protection
10.1 To enable us to discharge the services agreed in this engagement letter, comply with related legal
and regulatory obligations and for other related purposes including updating and enhancing client
records and analysis for management purposes, as a data controller, we may obtain, use, process
and disclose personal data about you / your business / company / partnership / its shareholders /
members / officers and employees as described in our privacy notice. We confirm when processing
data on your behalf that we will comply with the provisions of all relevant data protection legislation
and regulation.
10.2 You are also an independent controller responsible for complying with data protection legislation
and regulation in respect of the personal data you process and, accordingly where you disclose
personal data to us you confirm that such disclosure is fair and lawful and otherwise does not
contravene relevant requirements. Nothing within this engagement letter relieves you as a data
controller of your own direct responsibilities and liabilities under data protection legislation and
regulation.
10.3 Our privacy notice, which can be found on our website at www.webbco.co.uk/privacy-notice
explains how we process personal data in respect of the various services that we provide.
10.4 As part of our ongoing commitment to providing a quality service, our files are periodically
reviewed by an independent regulatory or quality control body. These reviewers are highly
experienced and professional people and, of course, are bound by the same rules for confidentiality
as us.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
Processing of customer personal data
10.5 Data protection legislation and regulation places obligations on you as a data controller where we
act as a data processor to undertake the processing of personal data on your behalf, for instance
where we operate a payroll service for you. We therefore confirm that we will at all times take
appropriate measures to comply with relevant requirements when processing data on your behalf.
In particular we confirm that we have adequate security measures in place and that we will comply
with any obligations equivalent to those placed on you as a data controller. Terms relating to our
responsibilities as a data processor are set out in paragraphs 10.6 to 10.9 below.
10.6 In respect of the client personal data, unless otherwise required by applicable laws or other
regulatory requirements, we shall:
10.6.1 Process the client personal data only in accordance with your lawful written instructions, in
order to provide you with the services pursuant to our engagement with you and in
accordance with applicable data protection legislation;
10.6.2 Disclose and transfer the client personal data to members of our firm’s network, our
regulatory bodies or other third parties (for example, our professional advisors or service
providers) as and to the extent necessary in order to provide you with the services pursuant
to our engagement with you in relation to those services;
10.6.3 Disclose the client personal data to courts, government agencies and other third parties as
and to the extent required by law;
10.6.4 Maintain commercially reasonable and appropriate security measures, including
administrative, physical and technical safeguards, to protect against unauthorised or
unlawful processing of any client personal data and against accidental loss or destruction
of, or damage to, such client personal data.
10.6.5 Maintain written records of our processing activities performed on your behalf which shall
include:
i. the categories of processing activities performed;
ii. details of any cross-border data transfers outside of the United Kingdom; and
iii. a general description of security measures implemented in respect of the client personal
data;
10.6.6 Return or delete all the client personal data upon the termination of the engagement with
you pursuant to which we agreed to provide the services;
10.6.7 Ensure that only those personnel who need to have access to the client personal data are
granted access to it and that all of the personnel authorised to process the client personal
data are bound by a duty of confidentiality;
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
10.6.8 Notify you if we appoint a sub-processor (but only if you have given us your prior written
consent, such consent not to be reasonably withheld or delayed) and ensure any agreement
entered into with the relevant sub-processor includes similar terms as the terms set out in
this section;
10.6.9 Where we transfer the client personal data to a country or territory outside the United
Kingdom to do so in accordance with data protection legislation;
10.6.10 Notify you promptly if:
• We receive a request, complaint or any adverse correspondence from or on behalf of a
relevant data subject, to exercise their data subject rights under the data protection
legislation or in respect of the client personal data; or
• We are served with an information or assessment notice, or receive any other material
communication in respect of our processing of the client personal data from a
supervisory body (for example, the Information Commissioner’s Office);
10.6.11 Notify you, without undue delay, in the event that we reasonably believe that there has been
a personal data breach in respect of the client personal data; and
10.6.12At your cost and upon receipt of your prior written notice, allow you, on an annual basis
and/or in the event that we notify you of personal data breach in respect of the client personal
data, reasonable access to the relevant records, files, computer or other communication
systems, for the purposes of reviewing our compliance with the data protection laws.
10.7 Without prejudice to the generality of clause 10.1, you will ensure that you have all necessary
appropriate consents and notices in place to enable the lawful transfer of the client personal data to
us.
10.8 Should you require any further details regarding our treatment of personal data, please contact our
data controller.
10.9 The following details are also required by Article 28(3) of the GDPR:
10.9 1 Subject matter and duration of the processing of client personal data
The subject matter and duration of the processing of the client personal data are set out in
the engagement letter between us and relate to provision of payroll services.
10.9 2 The nature and purpose of the processing of client personal data
The processing of client personal data is in order to calculate payroll and deductions and
arrange payments to HMRC and your employees.
10.9 3 The types of client personal data to be processed
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
Personal Data:
• Full name
• Date of birth
• Home address
• National Insurance number
• Tax code
• Salary
10.9 4 The categories of data subject to whom the client personal data relates
The client personal data relates to your employees.
11 Professional rules and practice guidelines
11.1 We will observe and act in accordance with the bye-laws, regulations and Code of Ethics of the
ICAEWand accept instructions to act for you on this basis. In particular you give us the authority to
correct errors made by HMRC where we become aware of them. We will not be liable for any loss,
damage or cost arising from our compliance with statutory or regulatory obligations. You can see
copies of these requirements in our offices. The requirements are also available on the internet at
www.icaew.com/regulations.
11.2 We confirm that we are Statutory Auditors eligible to conduct audits under the Companies Act
2006. When conducting audit work we are required to comply with the FRC Ethical Standard and
the International Standards on Auditing (UK) which can be accessed on the internet at
https://www.frc.org.uk/library/standards-codes-policy/audit-assurance-and-ethics/.
12 Conflicts of interest and internal disputes within a client
12.1 We reserve the right during our engagement with you to deliver services to other clients whose
interests might compete with yours or are or may be adverse to yours. Subject to our confidentiality
clause we confirm that we will notify you immediately should we become aware of any conflict of
interest involving us and affecting the company.
12.2 If a conflict of interest should arise, either between two or more of our clients, or in the provision of
multiple services to a single client, we will take such steps as are necessary to deal with the conflict.
In resolving the conflict, we would be guided by ICAEW’s Code of Ethics, which can be viewed at
https://www.icaew.com/technical/trust-and-ethics/ethics/icaew-code-of-ethics
12.3 If a dispute arises between the parties who own the business or who are involved in the ownership
and management, it should be noted that our client is the business and we therefore would not
provide information or services to one party without the permissions of all parties.
13 The Provision of Services Regulations 2009
13.1 We are registered to carry on audit work in the UK and Ireland by the ICAEW. Details of our audit
registration can be viewed at www.auditregister.org.uk for the UK under reference number
C001442879.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
13.2 Our professional indemnity insurer is Royal & Sun Alliance, of 20 Fenchurch Street, London, EC3M
3AU. The territorial coverage is worldwide excluding professional business carried out from an office
in the United States of America or Canada and excludes any action for a claim brought in any court
in the United States or Canada.
14 Timing of our services
14.1 If you provide us with all information and explanations on a timely basis in accordance with our
requirements, we will plan to undertake the work within a reasonable period of time in order to meet
any regulatory deadlines. However, failure to complete our services prior to any such regulatory
deadline would not, of itself, mean that we are liable for any penalty or additional costs arising.
15 Use of our name in statements or documents issued by you
15.1 You are not permitted to use our name in any statement or document that you may issue unless our
prior written consent has been obtained. The only exception to this restriction would be statements
or documents that in accordance with applicable law are to be made public.
15.2 The copyright in any document prepared by us belongs to us in entirety unless the law specifically
provides otherwise.
16 Interpretation
16.1 If there is a conflict between an engagement letter schedule and these terms of business then the
engagement letter takes precedence.
16.2 We will provide services as outlined in this letter with reasonable care and skill. Our liability to you is
limited to losses, damages, costs and expenses directly caused by our negligence, fraud or wilful
default. However, to the fullest extent permitted by law, we will not be responsible for any losses,
penalties, surcharges, interest or additional tax liabilities where you or others supply incorrect or
incomplete information, or fail to supply any appropriate information or where you fail to act on our
advice or respond promptly to communications from us or the tax authorities.
16.3 You will not hold us, the owners of this firm and any staff employed by the firm, responsible, to the
fullest extent permitted by law, for any loss suffered by you arising from any misrepresentation
(intentional or unintentional) supplied to us orally or in writing in connection with this agreement. You
have agreed that you will not bring any claim in connection with services we provide to you against
any of the principals or employees personally.
16.4 Our work is not, unless there is a legal or regulatory requirement, to be made available to third parties
without our written permission and we will accept no responsibility to third parties for any aspect of
our professional services or work that is made available to them.
16.5 If any provision of this engagement letter or terms of business or its application is held to be invalid,
illegal or unenforceable in any respect, the validity, legality or enforceability of any other provision
and its application shall not in any way be affected or impaired.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
16.6 Advice we give you orally should not be relied upon unless we confirm it in writing. We endeavour
to record all advice on important matters in writing. However, if you particularly wish to rely upon oral
advice we give you during a telephone conversation or a meeting, you must ask for the advice to be
confirmed in writing.
16.7 We will not accept responsibility if you act on advice previously given by us without first confirming
with us that the advice is still valid in the light of any change in the law or your circumstances. We
will accept no liability for losses arising from changes in the law or the interpretation thereof that
occur after the date on which the advice is given.
16.8 Unless specifically instructed and agreed in advance we will not assist with the implementation of
our advice.
17 Provision of cloud-based services
17.1 Where the firm provides accounting software in the Cloud, this will be provided by a third party (the
‘Cloud Supplier’). The third party has signed a confidentiality agreement with the firm to ensure
compliance with the relevant clauses in the firm’s standard terms of business above, in particular,
Fees and payment terms (7), Electronic communication (9), and Data protection (10).
17.2 The service provided by the Cloud Supplier will be a discrete web based hosted facility, and you
agree that access will also be provided to the firm and the third party.
17.3 The firm cannot be held liable for any interruption of service provided by the Cloud Supplier.
However, we will liaise with them regarding the resumption of a normal service as soon as possible.
18 Confidentiality
18.1 Unless we have your authorisation to disclose information on your behalf, we confirm that if you
provide us with confidential information we will, keep it confidential at all times, except as required
by law or as provided for in regulatory, ethical or other professional pronouncements applicable to
us or our engagement.
18.2 To comply with our duty of confidentiality it will be sufficient for us to take such steps as we think
appropriate to preserve the confidentiality of information given to us by you, both during and after
this engagement, should we act for other clients who are or become your competitors. These steps
may include taking the same or similar approach as we take in respect of the confidentiality of our
own information.
18.3 If we act for other clients whose interests are or may be adverse to yours, the conflict will be
managed by implementing additional safeguards to protect confidentiality. Safeguards may
include measures such as separate or physical separation of teams and separate arrangements
for storage of, and access to, information. You therefore, agree that the implementation of such
safeguards will provide adequate measures to avoid any real risk of confidentiality being impaired.
Webb & Company
A C C O U N T A N T S A N D B U S I N E S S A D V I S E R S
Directors: B S Davidson FCA FCCA, G S Webb BSc (Hons)
One New Street, Wells, Somerset BA5 2LA
Webb&CoLtdtradingasWebb&CompanyAccountantsandBusinessAdvisers
RegisteredinEnglandandWalesnumber05255596 Registered Office:OneNewStreet,Wells,Somerset,BA52LA
Registeredto carryon auditworkin theUKandregulated for a rangeofinvestmentbusinessactivities by the Institute ofChartered Accountants inEnglandandWales.
18.4 We may, on occasion, subcontract work however, should we propose to use the work of a
subcontractor for your affairs we will inform you before they commence any work, except where
your data will not be transferred out of our systems and the contractor is bound by confidentiality
terms equivalent to an employee. In addition to this, the subcontractor will also be bound by our
client confidentiality terms.
18.5 This applies in addition to our obligations on data protection in section 10.
19 External review
19.1 As part of our ongoing commitment to providing a quality service, our files are periodically reviewed
by an independent regulatory or quality control body. These reviewers are highly experienced and
professional people and, of course, are bound by the same rules for confidentiality as us.
20 Termination of our agreement
20.1 Either party to these terms of engagement may terminate the agreement by giving notice in writing
to the other party. We may, however, terminate our agreement immediately where you fail to
cooperate with us, or we have reason to believe that you have provided us or HMRC with misleading
information. Termination will be without prejudice to any rights that may have accrued to either of
us prior to termination.
20.2 Should our contract be terminated, we will endeavour to agree with you the arrangements for the
completion of work in progress at that time. We may, however, be required for legal or regulatory
reasons to cease work immediately. In that event, we shall not be required to carry out further work
and shall not be responsible or liable for any consequences arising from termination.
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