STANDARD TERMS & CONDITIONS
1. Personal Information
We collect personal information in order to conduct our business, to provide and market our services and to meet our obligations.
2. Confidential Information
We will not disclose or use any confidential information you may disclose to us in the course of our working for you, except where required in the course of our acting for you or as required by law.
3. Financial Planning Advice
As a result of recent legislative changes in Australia, M Squared & Associates Pty Ltd is now precluded from providing or offering its clients certain advice that may constitute financial planning. In the unlikely event that such advice is inadvertently proffered by M Squared & Associates Pty Ltd that results in a formal engagement with us, it is acknowledged by both parties that such advice was incidental to any other advice provided and did not form part of, or influence in any way, the decision to engage with M Squared & Associates Pty Ltd.
4. Your Documents
If you leave any documents or other papers with us once the engagement is complete (except documents deposited for safe custody in our document storage system) we will keep them for a maximum of five (5) years and they will then be destroyed without further notice. We may charge you an annual storage fee to cover the cost of storage.
5. Email Transmissions
We may use email for the transmission of correspondence, documents, and advices where appropriate to communicate both with you and others unless you specifically request us not to do so. As email may not be secure and may be read, copied, interfered with in transit or impaired, you agree to assume the risk associated with transmission and to release us from any claim you may have arising from transmission defects.
6. Our Documents
You acknowledge that any internal documents created for use in providing the services or undertaking the engagement, other than those documents produced to satisfy legislative requirements, remain the property of M Squared & Associates Pty Ltd and will not be released to you or any third party.
7. Our Staff
We invest large amounts of time and effort to develop the professional skills and client familiarity of our staff. In the event any of our staff who have worked on your engagement leave us to join you we reserve the right to charge you a placement fee of 20% of their prevailing gross annual salary package in partial compensation to us for the loss of their services.
8. Conflicts of Interest
We may act for clients who compete with you or, more rarely, may even be involved in business with you. Be advised that we will continue to represent those clients or new clients in matters that are not substantially related to work we are engaged to perform for you.
9. Fees and Expenses
Our engagement letter sets out the fees to be invoiced to you. We will increase our fees by the amount of any GST applicable to the services provided, unless the engagement letter states that our fees are inclusive of GST. “GST” in this context may be defined as any goods and services tax or similar indirect tax imposed by the Commonwealth of Australia, other than any penalty, fine, interest or like payment.
If we provide you with an estimate of costs or a formal engagement proposal, it is based on the scope of work expected at that time. The cost of providing the proposed services may change due to matters outside our control such as an unforeseeable delay, the co-operation or otherwise of third persons, deficiencies in documentation provided and/or increased statutory charges. If the cost to you is likely to be significantly higher than originally proposed we will provide you with a revised estimate or an additional letter of engagement informing you of this and the reasons for the likely increase before we incur any additional costs.
In the event we incur costs to a third party associated with undertaking the engagement, we will seek to recover those costs from you and you agree to payment of those costs in accordance with the payment terms expressed in this document. Prior to incurring any such costs, M Squared & Associates Pty Ltd will make all reasonable endeavours to consult with you and confirm your acceptance of the need to incur such third party costs.
Under a time-cost engagement, where you call meetings requiring the attendance of specific M Squared staff, you will be charged for their attendance time at their respective professional hourly rates (GST exclusive) which are currently as follows:
If we act for you in a matter, and another person (e.g. a party to litigation) is required to pay our charges (or any part of them), you agree that requirement does not affect your liability to us for any outstanding fees.
10. Trust Account
On occasions we will receive monies on your behalf, typically from organisations such as the Australian Taxation Office. In other instances, you may decide to remit money to us, to enable us to pay certain expenses of yours.
In all cases of either alternative, we will bank such monies into our Trust account and only disburse those monies upon receipt by us of instructions in writing from you as to the precise nature and specifications of any such disbursement.
You are hereby expressly notified that the Trust account into which all client monies, however received, are deposited is an interest bearing account and by entering into an engagement with us, you acknowledge that all such interest that may be payable, from time to time, on the account balance is solely the income and property of M Squared & Associates Pty Ltd to help defray the costs of administering the trust account and as such, you expressly disavow any entitlement to any part of such interest that may accrue on any amounts held by us, on your behalf.
11. Receiving Funds on Clients’ Behalf
When we receive funds on your behalf, we will use our best endeavours to disburse those funds in a timely fashion pursuant to your instructions, however you acknowledge your understanding and acceptance that, in certain instances, fund will remain in trust account for an extended period of time whilst we ascertain the precise ownership of monies received and/or await instructions as to its disbursement.
12. Indemnity for Liability to Third Parties
You agree to indemnify us against all liabilities, claims, costs and expenses (collectively referred to as “Loss”) (including any GST payable by us on amounts paid by you under this indemnity) incurred by us in respect of any claim by a third party which is related to, arises out of, or is in any way associated with the engagement. However, the indemnity does not apply to any Loss in respect of any matters which are finally determined to have resulted from our negligent, wrongful or wilful acts or omissions.
13. Payment Terms
Our payment terms for all work undertaken are 14 days from date of invoice unless otherwise agreed.
We may ask you to pay us an amount, in advance, to cover expenses, or to provide security for our charges.
In the event that the work undertaken pursuant to an engagement by M Squared & Associates Pty Ltd results in the receipt of monies by M Squared & Associates Pty Ltd as your agent, (income tax refund cheque, grants receipt, or the like), you authorise M Squared & Associates Pty Ltd to deposit such monies in its Trust Account, deduct any fees and charges pertaining to the engagement from the monies received on your behalf, and remitting the balance of such monies (if any) to your nominated bank account or elsewhere as directed by you.
We will charge you interest at a non-compounding rate of 6.5% per annum on all invoices, and parts thereof, that remain unpaid by the end of the month following the month of invoice (referred to “Outstanding Invoices”). The charge will be calculated by applying the interest rate against any Outstanding Invoices existing at the end of the month following the month of invoice.
Should you have an Outstanding Invoice amount and interest has arisen in respect to that sum, any funds received from you will be firstly applied to reduce unpaid interest amounts (if any), and only when all unpaid interest amounts have been settled, will the funds from you be applied to reduce the balance of the Outstanding Invoice.
If your account remains unpaid it will be lodged with a collection agency and “all collection costs, legal fees and associated cost incurred as a reult of the debt being passed to a third party, will be payable by the holder of the original debt.”
We reserve the right to perform no further work for you until all outstanding accounts and amounts are paid in full.
Either party may terminate an engagement upon fourteen (14) days written notice to the other party, or in accordance with the requirements of relevant legislation.
If you terminate an engagement that was entered into whereby the fee for that engagement was expressed as a numeric value or range, M Squared & Associates Pty Ltd will invoice, and you agree to pay, the stated amount, or the lowest value that is part of the specified range.
If you terminate an engagement that was entered into whereby the fee for that engagement was expressed as a percentage of a result to be achieved under the engagement, M Squared & Associates Pty Ltd will invoice, and you agree to pay, the termination amount stated in that engagement letter.
If M Squared & Associates Pty Ltd terminates an engagement, you will not be required to pay anything in respect of the terminated engagement.
15. Dispute Resolution
If there is a dispute relating to the engagement, the parties agree to submit to mediation before having recourse to any other dispute resolution process. Written notice of the dispute will be given for it to be submitted to mediation before a mediator chosen by the parties or, where the parties cannot agree, by the Australian Commercial Disputes Centre (ACDC). The parties will use their best endeavours to settle the dispute promptly. The mediation will be conducted in accordance with the ACDC Mediation Guidelines to the extent that they do not conflict with the provisions of this clause. If the dispute is not resolved within sixty (60) days after notice of the dispute, the mediation will terminate unless the parties otherwise agree.
16. Limitation of Liability
By accepting our terms and conditions, you agree that the total aggregate liability of M Squared & Associates Pty Ltd in respect of services provided under any engagement is limited to the lesser of $500,000 or five (5) times the fees paid by you to M Squared & Associates Pty Ltd for the engagement and you expressly waive any claim in excess of the total aggregate liability so calculated.
17. Governing Law and Jurisdiction
All aspects of the services and the engagement letter are governed by, and constructed in accordance with, the laws of Western Australia and both you and M Squared & Associates Pty Ltd irrevocably submit to the jurisdiction of the courts of Western Australia only.