BSQ Accounting Ltd - Legal Documents

1. Definitions

1.1 In these Terms of Engagement, the following defined terms apply:

2. General

1. 2.1
   Throughout these Terms of Engagement “we”, “us” and “our” refer to BSQ Accounting Ltd, a private limited company registered in England and Wales, with registered office at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ and company number 15488708. “You”, “your” or the “Client” refer to the client identified in the New Customer Form.
2. 2.2
   The contract between us comprises the New Customer Form, any Schedule of Services, these Terms of Engagement and our Privacy Notice.
3. 2.3
   Our contract is governed by, and should be construed in accordance with, the law and practice of England and Wales. Each party agrees that the courts of England and Wales will have exclusive jurisdiction in relation to any claim, dispute or difference concerning the contract and any matter arising from it.
4. 2.4

   Agency and Contracting Structure: Orders via 1st Formations.

   1. (a)
      Where you purchase a Service Plan through 1st Formations, you enter into a contract directly with BSQ Accounting Ltd for the supply of the Service Plan on these Terms of Engagement.
   2. (b)
      BSQ Accounting is solely responsible for providing the Service Plan.
   3. (c)

      1st Formations acts as our disclosed agent solely to:

      1. (i)
         market and facilitate orders; and
      2. (ii)
         issue invoices and collect payments on our behalf.
   4. (d)
      1st Formations is not a party to your contract with us and has no authority to bind us except as expressly authorised for sales, billing and collection.
   5. (e)
      No representations by agent. No representation, warranty, undertaking or variation by 1st Formations is binding on BSQ Accounting unless we expressly authorise it in writing.
5. 2.5

   Pre-Incorporation Orders:

   1. (a)
      Where a Service Plan is ordered together with a company incorporation service through 1st Formations, the person placing the order (Account Holder) enters into a pre-incorporation contract on behalf of the to-be-incorporated entity (Relevant Corporate Entity).
   2. (b)
      Under section 51 of the Companies Act 2006, the Account Holder is personally liable on such contract.
   3. (c)
      The Relevant Corporate Entity may assume all rights and obligations under the plan upon its incorporation and completion of BSQ Accounting’s onboarding, including acceptance of these terms via our New Customer Form, subject to BSQ Accounting’s written confirmation, whereupon the Account Holder’s personal liability ceases for obligations arising thereafter.
   4. (d)
      Until that assumption, the Account Holder remains personally liable for all sums due (including any fixed minimum-term payments).
   5. (e)
      We may treat the Account Holder as the lead contact for the Relevant Corporate Entity. Any claim, complaint or dispute relating to the performance of the Service Plan must be brought against BSQ Accounting (and not against 1st Formations).
6. 2.6

   Onboarding:

   1. (a)
      We, or our sister company, 1st Formations, will send you a Welcome Email which will provide a new customer form (New Customer Form) that will ask you to agree to these Terms of Engagement and our Schedule of Services.
   2. (b)
      The New Customer Form will state the Client’s name and will request the Client to accept these Terms of Engagement and our Schedule of Services.
   3. (c)
      Acceptance of these Terms and Engagement and the Schedule of Services will be effected electronically via a hyperlink within the New Customer Form which includes a link to these terms and contains a tick-box for confirmation of agreement. The hyperlink will be included in the New Customer Form.
   4. (d)
      Our engagement starts on the date a Client accepts our Terms of Engagement and Schedule of Services by using the above noted tick-box in the New Customer Form.
   5. (e)
      Each Corporate Client acknowledges and agrees that the individual who ticks the tick-box acceptance in the New Customer Form on its behalf thereby confirms that they are a director of the Corporate Client and are duly authorised to bind the Corporate Client to these Terms of Engagement.
   6. (f)
      Individual Clients must confirm acceptance to the Terms and Conditions and the Schedule of Services themselves (acceptance by another individual will not be deemed acceptance of our terms).
   7. (g)

      By using the hyperlink in the New Customer Form and ticking the tick-box confirmation, each Client shall be bound by these Terms of Engagement as presented via the link. For the avoidance of doubt, binding effect shall arise on the earlier of:

      1. (i)
         the ticking of the tick-box by the director so confirming for Corporate Clients, or the ticking of the tick-box by Client themselves for Individual Clients; or
      2. (ii)
         submission of the electronic acceptance as evidenced by our systems.
   8. (h)
      Each Corporate Client shall be responsible for ensuring that only duly authorised directors are permitted to complete the electronic acceptance and for the accuracy of any information submitted as part of that process.
   9. (i)
      We may rely on the electronic records generated by its systems as prima facie evidence of the content of the terms and conditions presented and the Client’s electronic acceptance thereof.
   10. (j)
       If we determine that an individual other than a director of a Corporate Client has purported to confirm acceptance on behalf of a Corporate Client, we will not view that as acceptance of our Terms and Conditions or Schedule of Services and will ask the Corporate Client to confirm acceptance of our Terms of Engagement as set out above by sending that Corporate Client a new link. This may delay the provision of the Services.
   11. (k)
       If we determine that an individual other than the Individual Client has purported to confirm acceptance on behalf of that Individual Client, we will not view that as acceptance of our Terms and Conditions or Schedule of Services and will ask the Individual Client to confirm acceptance of our Terms of Engagement as set out above by sending that Individual Client a new link. This may delay the provision of the Services.
7. 2.7
   If any provision of the New Customer Form, Schedule of Services or these Terms of Engagement are held to be void, then that provision will be deemed not to form part of this contract and the remainder of the contract shall be interpreted as if such provision had been amended in a way which makes it legally enforceable and reflects the intentions of the parties.
8. 2.8
   We may vary, amend or update these Terms of Engagement at any time by publishing the revised terms to the online location we have notified to you, including on our group company’s website, or by notifying you by email or other electronic means. It is your responsibility to check for updates to these Terms of Engagement from time to time. Your continued use of our Services or continued instruction of us after any such variation has been published or notified shall constitute your acceptance of the revised Terms of Engagement.

3. The Client

1. 3.1
   Subject to clause 3.2 below, unless agreed by us otherwise in writing, our Client for all Services provided as part of our Service Plans will be a Corporate Client and that company will be the company named in our New Customer Form relating to the relevant Service Plan.
2. 3.2
   Our Client for individual Self Assessment work will be an Individual Client and that individual will be the person named in our New Customer Form relating to the individual Self Assessment service.

4. Client Identification & Anti-Money Laundering Checks

1. 4.1
   We are regulated by the MLRs as an accounting service provider. Among other things, this means that we are required to verify the identity of all our Clients including all Relevant Individuals connected with the Client (where applicable) and to keep that identity information up to date.
2. 4.2
   You agree that we may make these checks using online or other databases as we may decide, including carry out a digital ID verification check by Entrust/Onfido or a similar organisation. These agencies may keep a record of that search. Please note that we cannot start work until we are satisfied that we have identified and verified the identity of each Relevant Individual.
3. 4.3
   Should we be unable to successfully verify the identity and address of any Client or Relevant Individual connected to the Client using our digital ID verification, we may require you to provide documentary evidence of identification by other means, including but not limited to certified copies of original Government issued identification documents to satisfy our Anti-Money Laundering procedures. Failure to comply with any request for such documents may result in the cancellation of the Services.
4. 4.4
   We have a regulatory responsibility to carry out due diligence checks from time to time on the business activities of our clients. Should any of our checks result in the discovery of illegal or unethical activities, or activities in any Restricted Industry, we reserve the right to terminate any of our Services without notice and without any liability whatsoever including, but not limited to, without refund.
5. 4.5
   We also have an obligation to meet the requirements of ‘Know Your Customer’ (KYC) and you may be asked questions at the outset of our business relationship and on an ongoing monitoring basis regarding your business activity or activities, the reason for your business relationship with us and the source of funding for that business. Should any of the answers you have given change, you must notify us as soon as possible.
6. 4.6
   If you are undertaking business activities that requires you to be supervised by an appropriate supervisory authority under the MLRs, including if you accept or make high value cash payments of €10,000 or more (or equivalent in any currency) in exchange for goods, you must inform us and we may require you to provide us with evidence that you are supervised by a supervisory authority and maintain that supervision.
7. 4.7

   We are unable to service clients:

   1. (a)
      whose corporate structures include overseas corporate entities;
   2. (b)
      who operate in a Restricted Jurisdiction;
   3. (c)
      who operate in a Restricted Industry;
   4. (d)
      who are of a corporate nature which is not a private limited company incorporated in England and Wales.

   Any attempted purchase of Services by these entities set out above will be refunded, and the Services will be cancelled.

8. 4.8
   We may, at any time, request from you such documents, information or evidence as we, in our absolute discretion, determine may be necessary to satisfy ourselves that we have fully discharged our obligations under the MLRs and all similar and related legislation, codes and regulations. Should you fail to provide any material requested in accordance with this clause, we may terminate any and all Services, partially or wholly, with immediate effect and without liability.
9. 4.9
   We are obliged to report to the National Crime Agency (“NCA”) any knowledge or suspicion we may have of money laundering or terrorist financing, or if we have reasonable grounds for knowing or suspecting money laundering or terrorist financing. We may not be able to tell you that a report has been made, and we may not be able to continue to act, unless and until NCA permits us to do so. In such circumstances, our Services shall be suspended to the extent necessary.

5. Your Responsibilities

1. 5.1

   Throughout and/or prior to the commencement of our engagement:

   1. (a)
      Unless otherwise agreed by us in writing, Corporate Clients must accept our Terms of Engagement and Schedule of Services within 30 days of incorporation of the Corporate Client company. If a Corporate Client does not accept our Terms of Engagement within that period:

      1. (i)
         unless agreed in writing by us, the Corporate Client will no longer be eligible to receive any of the Services in its Service Plan and this engagement will automatically end.
      2. (ii)
         Additionally, where a Corporate Client has purchased its Service Plan through one of our group company’s websites in connection with the company incorporation of that Corporate Client, the Corporate Client may be subject to charges from that group company under its own Terms of Engagement relating to the incorporation package that was purchased. Please see the group company’s terms and conditions for further details.
   2. (b)
      Each Corporate Client must tell us at the outset of our engagement, and promptly on any change, the country of tax residence of the Corporate Client company’s directors and shareholders, the countries from which the Corporate Client company is managed, and the countries in which any director performs duties for the Corporate Client company. Our services are provided on the basis of the information you give us.
   3. (c)
      You will provide us, promptly and in full, with accurate, complete and up-to-date information, records and explanations necessary for us to perform the agreed services. You will ensure that all information supplied by you, your personnel or third parties on your behalf is true, fair and not misleading, and you will promptly notify us if you discover any error, omission or change in circumstances that may affect the services or any outputs.
2. 5.2
   Records and information must be provided to us in English and amounts in a currency we can convert reliably. Where transactions are in a foreign currency, you are responsible for confirming the accuracy of any translation of source documents you provide.
3. 5.3
   A UK incorporated company can become liable to tax in another country if it is managed and controlled from that country or has a taxable presence there. You are responsible for obtaining local advice on this. Unless we agree otherwise in writing, our corporation tax services assume the company is solely UK tax resident with no taxable presence elsewhere, and our fees and deadlines are set on that basis.
4. 5.4
   You are responsible for maintaining adequate internal controls, proper accounting records and systems, and for the prevention and detection of fraud, error and irregularities within your organisation. Unless expressly agreed in writing, our work is not designed to identify fraud or other irregularities.
5. 5.5
   You will review, approve and take responsibility for all returns, filings, computations, reports and other deliverables before submission or implementation. You remain responsible for decisions you take and for how you use or act on our advice and deliverables.
6. 5.6
   You will cooperate with us, ensure timely access to relevant personnel, premises, systems and third parties, and provide any authorities, consents and passwords or secure access credentials necessary for us to perform the services. You will keep any passwords, access details and security information secure and will be responsible for all use of any client portals or tools provided to you.
7. 5.7
   You will meet all applicable deadlines and timescales that depend on your actions, including providing information within requested timeframes and approving filings in good time. You acknowledge that delays in providing information or approvals may lead to additional charges, changes to timelines, and missed statutory or other deadlines, and that you are responsible for any resulting interest, penalties, surcharges or other consequences.
8. 5.8
   You are responsible for retaining your original records, supporting documents and working papers for the periods required by law or regulation. Our files and working papers remain our property, and we are not a repository of your original records.
9. 5.9
   You will appoint and maintain an authorised contact (and, where applicable, authorised signatories) with authority to instruct us, receive communications, approve deliverables and make decisions on your behalf. You will inform us promptly in writing of any change to authorised persons or contact details.
10. 5.10
    You will comply with all applicable laws and regulations relevant to your business and to the services, including making all required filings and payments by their due dates, except to the extent we have expressly agreed in writing to undertake those actions and you have met all prerequisites for us to do so.
11. 5.11
    Where our services rely on information or services provided by third parties (including software providers, banks, payroll providers or other advisers), you are responsible for selecting, appointing and managing those third parties, for the accuracy and completeness of any third-party information supplied to us, and for any delays, errors or unavailability attributable to them.
12. 5.12
    You will pay our fees, charges and expenses in accordance with the contract. You are responsible for any third-party costs and disbursements we incur on your behalf, and for any additional costs arising from changes in scope, delays, incomplete or inaccurate information, or instructions given by you.
13. 5.13
    Acting as HMRC agent: In order that we can provide the services to you we will need to be authorised by you to act as your agent to deal with HMRC on your behalf. So that we can act as your agent, we require you to authorise our appointment as agent through HMRC’s online agent authorisation.
14. 5.14

    Corporate Clients: Completion of year-end accounts and Corporation Tax:

    1. (a)
       A Corporate Client’s year-end statutory accounts and Corporation Tax return (CT600) are the most significant pieces of work in its Service Plan. At least twelve-monthly payments relating to the Service Plan must have been made to us in respect of an accounting period before we will file the Corporate Client’s year-end accounts and the CT600 for that period.
    2. (b)
       If a Corporate Client cancels the Service Plan before at least twelve-monthly payments relating to a Service Plan have been made to us, we are not obliged to complete this work. In such circumstances, if a Corporate Client requests that we complete this work, we will only prepare and file the Company’s year-end accounts and the CT600 for the relevant period once the balance for that period has been paid (i.e. the equivalent amount of 12 monthly payments relating to a Service Plan have been paid).
    3. (c)
       If a Corporate Client chooses to shorten its accounting period to less than 12 months, it acknowledges that the minimum of twelve (12) monthly payments will still be required before we will prepare and file the year-end accounts and CT600.
    4. (d)
       In addition to the above, at the time of filing of the Corporate Client’s year-end statutory accounts and Corporation Tax return (CT600), it must be an active Client of one of our Service Plans (i.e. it must be subscribed to one of our Service Plans and its service must not be inactive), otherwise we will have no obligation to make any filing.
    5. (e)
       Please see clause 12.10 (Service Plan Client Inactivity) which describes how a Client’s services will deem to become inactive for the purposes of our agreement with you.

6. Our Responsibilities

1. 6.1
   We will provide services with reasonable care and skill, in accordance with applicable professional standards, and as described in our Schedule of Services. We will keep you informed of material issues affecting the agreed scope.
2. 6.2
   We will perform the services set out in our Schedule of Services only. Unless expressly stated otherwise in writing, we are not responsible for providing services outside that scope, including ongoing monitoring, updates, or advice on matters arising after the completion of the Services.
3. 6.3
   Our work is based on information, documents, explanations, and access that you and your agents provide. We are entitled to assume such information is complete, accurate, and not misleading, and we will not independently verify it unless expressly agreed. You are responsible for timely provision of all information, approvals, and access reasonably required for us to perform the services; delays or deficiencies may impact timing, fees, and outcomes, for which we are not responsible.
4. 6.4
   We may use sub-contractors, affiliates, and other third-party service providers to support the delivery of the services.
5. 6.5
   You may not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of your rights and obligations under this agreement.
6. 6.6
   We will use reasonable efforts to perform the services within any agreed timelines, which are estimates and dependent on timely cooperation, information, and decisions from you and third parties, as well as external factors beyond our control (including governmental or regulatory processing times). We shall not be liable for any delay or failure in the performance of our obligations for so long as and to the extent that such delay or failure results from events, circumstances or causes beyond our reasonable control. If the period of delay or non-performance continues for 35 days, you may terminate this agreement by giving 30 days’ written notice to the affected party.
7. 6.7
   Where your circumstances indicate to us that advice may be needed in another jurisdiction, we will tell you. We may introduce you to an appropriately qualified adviser in that jurisdiction, but any engagement is between you and them, we accept no liability for their work, and any fees they charge are payable by you in addition to your subscription and any other services you have with us.
8. 6.8
   When our engagement ends, we will agree the transfer of your Xero licence to you or your new accountant, so your records stay with you.

7. Confidentiality

1. 7.1
   We will maintain the confidentiality of your confidential information and use it solely to perform the services, subject to applicable law, professional obligations, and any permissions you provide.
2. 7.2
   We may disclose confidential information to our personnel, subcontractors, and professional advisers on a need-to-know basis, provided they are bound by confidentiality obligations no less protective than those set out here.
3. 7.3
   We may also disclose information as required by law, regulation, court order, professional or regulatory oversight, or to protect our legal interests in connection with the services.

8. Data Protection

1. 8.1
   We will process personal data in connection with the services in accordance with applicable data protection laws and our privacy notices as notified to you from time to time.
2. 8.2
   Each party will comply with its respective data protection obligations, and you will ensure you have a lawful basis and all necessary notices and permissions to provide personal data to us for the Services.
3. 8.3
   A link to our client Privacy Notice will be provided to you in our New Customer Form.
4. 8.4
   If you instruct us to provide any Payroll services, the Data Processing Addendum (Payroll Services) set out in Part 4 of the Schedule of Services will apply.
5. 8.5
   Where your order was placed via 1st Formations, we may receive your information from 1st Formations to arrange, administer and support your Accounting Service Plan.

9. Fees & Payment Terms

1. 9.1
   Our fees depend on the Services you have chosen, including any services included within a Service Plan, and any add on Services you may have purchased from time to time. The details of our fees will be provided to you in writing before we carry out any work, including in our Schedule of Services.
2. 9.2
   If we provide you with an estimate of our fees for any specific work outside of a Service Plan, then the estimate will not be contractually binding unless we explicitly state that that will be the case.
3. 9.3
   Where requested, we may indicate a fixed fee for the provision of specific services or an indicative range of fees for a particular assignment. It is not our practice to identify fixed fees for more than a year ahead as such fee quotes need to be reviewed in the light of events. If it becomes apparent to us, due to unforeseen circumstances, that a fee quote is inadequate, we reserve the right to notify you of a revised figure or range and to seek your agreement thereto.
4. 9.4
   We do not provide or arrange tax investigation (fee protection) insurance. You may be entitled to assistance with your professional fees in relation to an investigation into your tax affairs by HM Revenue and Customs (HMRC) through an insurance policy you hold or through membership of a professional or trade body. If you have any such cover, please advise us of it.
5. 9.5
   You will remain liable for our fees regardless of whether all or part are liable to be paid by your insurers.
6. 9.6
   Our invoices are due for payment upon presentation. By accepting these Terms of Engagement, you are granting us continuous payment authority of the card on file. Payments will be charged monthly to this card.
7. 9.7
   Some of our Service Plans have minimum terms and Clients are obliged to pay the fees for the entire fixed term (e.g. a 12 month term – see for example clause 12.4 (All Inclusive with Accounting Package Clients)). Notwithstanding that fees are due for the entire term; we will bill Clients in monthly instalments.
8. 9.8

   Billing and Collection by Agent:

   1. (a)
      Where clause 2.4 applies (Orders via 1st Formations), invoices for the Service Plans may be issued in the name of 1st Formations on our behalf.
   2. (b)
      Your payment obligation is owed to BSQ Accounting but is discharged by valid payment to 1st Formations.
   3. (c)
      1st Formations is authorised to issue invoices and reminders, pursue overdue sums by written demand, and take reasonable debt recovery steps (including instructing recovery agents or commencing proceedings) in the name and on behalf of BSQ Accounting.
   4. (d)
      1st Formations does not acquire any independent right to the sums owed.
9. 9.9
   Our fees are exclusive of VAT, which will be added where it is chargeable. Any disbursements we incur on your behalf and expenses incurred in the course of carrying out our work for you will be added to our invoices where appropriate.
10. 9.10
    Unless otherwise agreed to the contrary, our fees do not include the costs of any third party, counsel or other professional fees.
11. 9.11
    We reserve the right to charge interest on late-paid invoices at the rate of 8% above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998. We also reserve the right to suspend our services or to cease to act for you on giving written notice if payment of any fees is unduly delayed. We intend to exercise these rights only where it is fair and reasonable to do so.
12. 9.12
    On termination of the engagement, you may appoint a new adviser. Where a new adviser requests professional clearance and handover information, we reserve the right to charge you a reasonable fee for the provision of handover information.

10. Commissions & Other Benefits

1. 10.1
   In some circumstances we may receive commissions and/or other benefits for introductions to other professionals or in respect of transactions that we arrange for you. Where this happens, we will notify you in writing of the amount and terms of payment and receipt of any such commissions or benefits. The fees you would otherwise pay will not be reduced by the amount of the commissions or benefits.

11. Engagement, Termination, Disengagement and Retention of Papers

1. 11.1
   Unless otherwise agreed with you in writing, our work will begin when you confirm acceptance of these Terms of Engagement. Unless otherwise agreed in writing, we will not be responsible for periods before that date.
2. 11.2

   We may end our contract with you at any time by giving you not less than 21 days’ written notice. We may also end the contract, or suspend or cease all or part of the services, immediately and without liability (including without refund) where:

   1. (a)
      you fail to cooperate with us;
   2. (b)
      we have reason to believe you have given us or HMRC misleading or false information;
   3. (c)
      you fail to complete, or we cannot complete, our identity, anti-money laundering or KYC requirements;
   4. (d)
      we identify a connection to a Restricted Industry or Restricted Jurisdiction;
   5. (e)
      a conflict of interest arises that we cannot manage;
   6. (f)
      your fees are unduly overdue; or
   7. (g)
      we are required to cease for legal or regulatory reasons.
3. 11.3
   Where we end the contract on notice for our own convenience, you are liable only for services provided up to the termination date.
4. 11.4
   In the event of termination of this contract, we will endeavour to agree with you the arrangements for the completion of work in progress at that time, unless we are 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.
5. 11.5
   If you engage us for a one-off piece of work (for example, advice on a one-off transaction or preparation of a tax return for one year only), the engagement ceases as soon as that work is completed. The date of completion of the work is taken to be the termination date, and we owe you no duties and we will not undertake further work beyond that date.
6. 11.6
   Where recurring work is provided (for example, ongoing compliance work such as the completion of annual tax returns), the engagement ceases on the relevant date in relation to the termination as set out above.
7. 11.7
   We owe you no duties beyond the date of termination and will not undertake any further work.
8. 11.8
   Should we resign or be requested to resign, we will normally issue a disengagement letter to ensure that our respective responsibilities are clear.
9. 11.9
   Should we have no contact with you for a period of 3 months or more, we may issue to your last known address a disengagement letter and thereafter cease to act.
10. 11.10
    We reserve the right following termination for any reason to destroy any of your documents that we have not been able to return to you after a period of 6 months unless other laws or regulations require otherwise.
11. 11.11
    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.
12. 11.12

    When we cease to act for you, we will seek to agree the position on access to cloud-accounting records to ensure continuity of service. This may require you to enter direct engagements with the software providers and pay for that service separately. Documents and records relevant to your tax affairs are required by law to be retained as follows:

    1. (a)

       Individuals (for Self Assessment):

       1. (i)
          with trading or rental income: five years and 10 months after the end of the tax year
       2. (ii)
          otherwise: 22 months after the end of the tax year.
    2. (b)
       Limited companies: six years from the end of the accounting period.
13. 11.13
    While certain documents may legally belong to you, we may destroy correspondence and other papers that we store, electronically or otherwise, which are more than seven years old. This includes your documents if they have not been reclaimed by you within the seven-year period. You must tell us if you require the return of any specific document or their retention for a longer period.
14. 11.14
    You should retain documents that are sent to you by us as set out in the Privacy Notice, which should be read alongside these Terms of Engagement.

12. Service Plans

1. 12.1

   We currently offer three tiers of Service Plans as follows:

   Tier	Service Plan Name
   Tier 1	Accounting Simple Service Plan
   Tier 2	Accounting Standard Service Plan
   Tier 3	Accounting Scale Service Plan

2. 12.2
   The full details of the services provided within each tier of these Service Plans are set out in our Schedule of Services.
3. 12.3
   We will provide each Corporate Client with the services included the tier of Service Plan it has selected during the incorporation order with 1st Formations Limited, which will be confirmed with the Corporate Client at the outset of our engagement. Any additional work (including any request to change your Service Plan), will be agreed separately in writing.
4. 12.4
   All Inclusive with Accounting Package Clients: If you purchased a Service Plan as part of the “All Inclusive with Accounting Package” sold by 1st Formations:

   1. (a)
      your Service Plan will have a minimum term of 12 months (Minimum Term);
   2. (b)
      you commit to paying our fees for the entire Minimum Term. These fees will be billed in monthly instalments subject to any discount agreed with you;
   3. (c)
      the prices applicable to your Service Plan (as set out in the Schedule of Services) on the date of your acceptance of our Terms of Engagement will apply for the Minimum Term;
   4. (d)
      Your first monthly instalment payment will be payable on the day which is one calendar month after the Relevant Corporate Entity’s incorporation.
   5. (e)
      The fee for the initial Minimum Term will be billed in monthly instalments. The monthly instalment for the Company’s first month following incorporation is included as part of the incorporation package you purchased with 1st Formations. As a result, no payment is required for the first month. Thereafter, monthly billing continues, which may be processed by 1st Formations acting as our billing and collection agent.
   6. (f)
      You may not terminate a Service Plan during the Minimum Term. If you stop using the services, ask us to stop, or otherwise seek to end the agreement before you have paid fees for the entire Minimum Term, the balance of the full Minimum term will remain payable and become immediately due and recoverable by us as a debt.
   7. (g)
      At the end of the Minimum Term, unless you provide us with written notice of cancellation prior to the expiry of such term, your Service Plan will automatically extend on the same terms on a one month rolling basis (Rolling Term). At the expiry of each Rolling Term, your Service Plan will automatically extend for an additional Rolling Term unless you provide us with written notice of cancellation prior to the expiry of such term. Any cancellation by you will take place at the end of the Rolling Term.
5. 12.5
   If you purchased a Service Plan other than as set out in clause 12.4 above, unless otherwise agreed in writing with you, your Service Plan will be on a Rolling Term from the outset.
6. 12.6
   Where you have purchased access to your Service Plan through 1st Formations, unless otherwise agreed in writing with you, payment for our Service Plan will continue to be taken by 1st Formations on our behalf as our agent for the duration of our engagement with you. 1st Formations is authorised by us to chase and recover overdue sums, including sending payment reminders and taking reasonable debt recovery steps.
7. 12.7
   You can terminate your Service Plan by giving us at least 30 calendar days’ written notice prior to the expiry of the Minimum Term or any Rolling Term. In such circumstances, the Service Plan will terminate at the end of that relevant Minimum Term or Rolling Term.
8. 12.8
   Changing your Service Plan:

   1. (a)
      You can request to move to a higher cost tier Service Plan at any time at no charge. In such circumstances, the new higher monthly instalment fee will apply from your next monthly payment.
   2. (b)
      You can request to move to a lower cost tier Service Plan at any time at no charge. If you move to a lower cost tier Service Plan, you will lose access to any services not included in that lower tier Service Plan.
   3. (c)
      To make any change requests, please contact us in writing.
9. 12.9
   We shall be entitled to increase our fees relating to our Service Plans by giving you written notice prior to the expiry of a Minimum Term or any Rolling Term. We must provide you with at least 30 calendar days’ notice of any increase to our fees. The increase in fees will take effect on the first day of the following Rolling Term.
10. 12.10
    Service Plan Client Inactivity:

    1. (a)
       During the term of our engagement, including any Rolling Term, each Corporate Client must keep the Services active by logging and inputting its financial transactions into Xero to keep its financial transaction records accurate and up to date.
    2. (b)
       We will consider the Services to be inactive if a Corporate Client has not logged any financial transactions into Xero for 60 continuous days.
    3. (c)
       If a Corporate Client allows the Services to become inactive, we will not be required to provide any further Services or outputs to that Corporate Client (for example, if the Services become inactive in January 2027, we would not process your February 2027 payroll).
    4. (d)
       If the Services become inactive, your obligation to pay for the Services will continue until the end of any Minimum Term, or if you are in a Rolling Term, the expiry of the current Rolling Term (as applicable). In such circumstances, our agreement with you will end at the expiry of such term.

13. Individual Clients (Consumer Rights)

1. 13.1
   Where a Client is an Individual Client, consumer cancellation rights will apply to our engagement with that Individual Client. For example, this will apply to Self Assessment services provided to an Individual Client.
2. 13.2
   Where we prepare a Self Assessment tax return for an Individual Client, that engagement is with that Individual Client as a consumer and that Individual Client has a right to cancel the engagement within 14 days of the start of the engagement. This 14-day right applies only to that individual Self Assessment engagement.
3. 13.3
   For the avoidance of doubt, no consumer cancellation rights apply to any company Client’s engagement.
4. 13.4
   The 14-day period runs from the date the Individual Client confirms acceptance of our Terms of Engagement or provides information for us to begin the work, whichever is earlier. To cancel, the Individual Client must tell us in writing by email to [email protected] before the 14-day period ends. If an Individual Client cancels within the period and we have not started that work, we will refund any payment made for that Individual Client’s engagement.
5. 13.5
   If an Individual Client ask us to begin the individual Self Assessment work within the 14-day period and then cancels, we are entitled to a proportional charge for the work carried out up to the date of cancellation.

14. Advice and Third Party Rights

1. 14.1
   We will endeavour to record all advice on important matters in writing. Advice given orally is not intended to be relied upon unless confirmed in writing. Therefore, if we provide oral advice (for example, during the course of a meeting or a telephone conversation) and you wish to be able to rely on that advice, you must ask for the advice to be confirmed by us in writing. However, bear in mind that advice is only valid at the date it is given.
2. 14.2
   Our advice is for your sole use and no third party may rely on it unless we expressly agree. A party to this contract is the only person who has the right to enforce any of its terms, and no rights or benefits are conferred on any third party under the Contracts (Rights of Third Parties) Act 1999.
3. 14.3
   Unless expressly agreed in writing, we do not provide legal, investment, or insolvency advice, and no statement or deliverable should be relied upon as such. You should obtain separate advice from appropriately qualified advisers on legal, investment, or other specialised matters.
4. 14.4
   Our services are not designed to detect or prevent fraud, error, irregularity, or other wrongdoing, nor to assess or express an opinion on the effectiveness of your internal controls. While we may report to you matters that come to our attention, we do not assume responsibility for their detection or prevention.

15. Intellectual Property Rights

1. 15.1
   We will retain all copyright in any document prepared by us during the course of carrying out the engagement save where the law specifically provides otherwise.

16. Limitation and Exclusions of Liability in respect of services

1. 16.1
   We will provide our services 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.
2. 16.2
   Our services relate solely to United Kingdom tax law, United Kingdom company law and financial reporting standards applicable in the United Kingdom. We are not qualified to advise on, and do not advise on, the tax, social security, company law or reporting obligations of any other jurisdiction, even where those obligations arise from matters we handle for you in the UK. We shall not be liable or responsible for obligations or consequences arising in any other jurisdiction.
3. 16.3
   We will not be liable if such losses, penalties, interest or additional tax liabilities are caused by the acts or omissions of any other person, or due to the provision to us of incomplete, misleading or false information, or if they are caused by a failure to act on our advice or a failure to provide us with relevant information.
4. 16.4
   Any views, comments, guidance or other advice given by us during any telephone call (or other oral discussion) are provided on an indicative and non-binding basis only, are given without full consideration of all relevant facts and circumstances, and must not be relied upon as final advice. You acknowledge and agree that any final advice, opinion or recommendation from us will be provided in writing (including by email) and only that written advice shall constitute our advice for the purposes of our engagement. To the fullest extent permitted by law, we shall have no liability (whether in contract, tort (including negligence), misrepresentation, breach of statutory duty or otherwise) for any loss, damage, cost or expense arising from or in connection with any reliance placed on any telephone or other oral advice, or any action or omission taken in reliance on it, unless and until we have confirmed the relevant advice in writing. Nothing in this clause limits or excludes any liability which cannot lawfully be limited or excluded.
5. 16.5
   Where we refer you to another firm whom you engage with directly, we accept no responsibility in relation to their work and will not be liable for any loss caused by them.
6. 16.6
   We will not be liable to you for any delay or failure to perform our obligations under the contract if the delay or failure is caused by circumstances outside our reasonable control.
7. 16.7
   We will not be responsible or liable for any loss, damage or expense incurred or sustained if information material to the service we are providing is withheld or concealed from us or misrepresented to us.
8. 16.8
   This exclusion shall not apply where such misrepresentation, withholding or concealment is or should (in carrying out the procedures that we have agreed to perform with reasonable care and skill) have been evident to us without further enquiry beyond that which it would have been reasonable for us to have carried out in the circumstances.
9. 16.9
   You agree to indemnify us and our agents in respect of any claim (including any claim for negligence) arising out of any unauthorised disclosure by you or by any person for whom you are responsible of our advice and opinions, whether in writing or otherwise. This indemnity will extend to the cost of defending any such claim, including payment at our usual rates for the time that we spend in defending it.
10. 16.10
    Our maximum aggregate liability under the contract is limited to £50,000. For the avoidance of doubt, this sum is the maximum aggregate liability of this firm, its directors, members, agents and employees to all Clients and to any other person that we have agreed with you may rely on our work. Only where we have agreed in writing a different limit for a particular service will that limit applies to that service.
11. 16.11
    You agree that you will not bring any claim of a kind that is included within the subject of the limit against any of our directors, members or employees on a personal basis.
12. 16.12
    Nothing in this clause limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any other liability that cannot lawfully be limited or excluded.
13. 16.13
    Any claim, complaint or dispute relating to the performance of the Service Plan (including quality, timeliness, errors or omissions) must be brought against BSQ Accounting. 1st Formations has no responsibility or liability for the performance of the Service Plan, without prejudice to liabilities that cannot be excluded under applicable law.

17. Insurance

1. 17.1
   We maintain professional indemnity insurance. Details of our insurer and territorial coverage are available on request.

18. Conflicts of Interest

1. 18.1
   If there is a conflict of interest in our relationship with you or in our relationship with you and another client that is capable of being addressed successfully by the adoption of suitable safeguards to protect your interests, then we will adopt those safeguards.
2. 18.2
   Where conflicts are identified that cannot be managed in a way that protects your interests, then we regret that we will be unable to provide further services. If this arises, we will inform you promptly. We reserve the right to act for other clients whose interests are not the same as or are adverse to yours, subject, of course, to the obligations of confidentiality referred to above.

19. Use of Technology

1. 19.1
   We may provide services using portals or cloud software. On termination we will agree access or transfer arrangements. This means that you may need direct contracts with software providers.
2. 19.2
   We use virus-scanning but cannot guarantee security or integrity of third party software.

20. Complaints

1. 20.1
   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 contact [email protected]. Following receipt of any complaint we will provide you with a copy of our complaints procedure.
2. 20.2
   We agree to look into any complaint carefully and promptly, and do everything reasonable to try and resolve it.

21. Notices and Electronic communications

1. 21.1
   As instructed, we will communicate with you and with any third parties you instruct us to via email or by other electronic means. The recipient is responsible for virus-checking emails and any attachments.
2. 21.2
   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 that 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. These are risks you must accept in return for greater efficiency and lower costs. If you do not wish to accept these risks, please let us know and we will communicate by hard copy, other than where electronic submission is mandatory.
3. 21.3
   Any communication by us with you sent through the post or Document Exchange (DX) system is deemed to arrive at your postal address two working days after the day that the document was sent.
4. 21.4
   When accessing information held electronically by HMRC, we may have access to more information than we need and will only access records reasonably required to carry out the contract.
5. 21.5
   You are required to keep us up to date with accurate contact details at all times. This is important to ensure that communications and papers are not sent to the incorrect address.
6. 21.6

   This clause applies where these Terms of Engagement provide expressly or by implication for the service of notice but does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution. All notices shall:

   1. (a)
      be written and in the English language;
   2. (b)
      be signed by or on behalf of the party giving it and for the avoidance of doubt an email signature shall suffice;
   3. (c)
      be sent by one of the methods set out in paragraph 21.7; and
   4. (d)
      be deemed received as set out in paragraph 21.8.
7. 21.7

   Notices may be sent:

   1. (a)

      by first class pre-paid post or hand delivery provided any letter is addressed as follows:

      1. (i)
         To us: FAO The Directors, BSQ Accounting Ltd, 71-75, Shelton Street, London, England, WC2H 9JQ;
      2. (ii)
         To you: FAO [Your Name] at your Corporate Entity’s registered address, or if there is no registered office address, the residential address you have provided to us;
   2. (b)

      or by email:

      1. (i)
         to us at [email protected] and
      2. (ii)
         to you at any email address you have provided to us.
8. 21.8

   Notices will be deemed to have been received:

   1. (a)
      if delivered by hand, at the time the notice is left at the address;
   2. (b)
      if sent by pre-paid first-class post, at 9.00am on the second Working Day after posting;
   3. (c)
      if sent by email, at the time of transmission as noted on the sender’s device provided that the email has been sent to the correct email address and no error or undeliverable message has been received.
9. 21.9
   If deemed receipt would occur outside business hours in the place of receipt, it shall be deferred until business hours resume. In this clause business hours means 9.00am to 5.00pm, Monday to Friday, on a day that is not a public holiday in the place of receipt.
10. 21.10

    Both you and us may change the details to which notices must be sent by giving each other notice, the change taking effect for the party notified of the change at 9.00am on the later of:

    1. (a)
       the date, if any, specified in the notice as the effective date for the change; or
    2. (b)
       the date five Working Days after deemed receipt of the notice.

22. Our Staff

1. 22.1
   You shall not, without our prior written consent, solicit for employment any member of our staff involved in your engagement during the engagement and for 12 months after it ends. If you employ such staff, you will pay a fee of 25% annual remuneration as a genuine pre-estimate of our recruitment and training loss.

23. Investment Business

1. 23.1
   Investment business is regulated under the Financial Services and Markets Act 2000.
2. 23.2
   If, during the provision of professional services to you, you need advice on investments, including insurances, we may have to refer you to someone who is authorised by the Financial Conduct Authority or licensed by a designated professional body as we are not authorised to give such advice.

24. Service Specific Terms

1. 24.1
   Service-specific responsibilities, deliverables and assumptions will be set out in the Schedule of Services.
2. 24.2
   This may include service-specific limits of liability, reliance terms, and regulatory statements.

25. Internal disputes within a Client company

1. 25.1
   If we become aware of a dispute between the parties who own or are in some way involved in the ownership and management of a business client, it should be noted that where our client is the business, we would not provide information or services to one party without the express knowledge and permission of all parties.
2. 25.2
   Unless otherwise agreed by all parties, we will continue to supply information to the registered office or by email to all of the directors.
3. 25.3
   If conflicting advice, information or instructions are received from different directors/principals in the business, we will refer the matter back to the board of directors and take no further action until the board has agreed the action to be taken.

1. Introduction

The Data Protection Act 2018 (DPA 2018) and the UK General Data Protection Regulation (UK GDPR) impose certain legal obligations in connection with the processing of personal data. This privacy notice explains how BSQ Accounting Ltd collects, uses, shares and protects personal data, and describes your rights under the UK GDPR and DPA 2018.

It is important that you read and retain this notice, together with any other privacy notice we may provide on specific occasions when we are collecting or processing personal information about you, so that you are aware of how and why we are using that information and what your rights are under the data protection legislation.

Any personal data received from you will be processed only:

• for the purposes of preventing money laundering, terrorist financing or proliferation financing; or
• where we have a lawful basis to do so under the UK GDPR or the DPA 2018; or
• where we have obtained your consent to the processing.

2. BSQ Accounting Ltd controls your personal data

BSQ Accounting Ltd is a data controller within the meaning of the UK GDPR. This means that we are responsible for deciding how we hold and use personal information about you. We are required under data protection legislation to notify you of the information contained in this privacy notice.

There may also be occasions where we act as a data processor on behalf of a data controller (for example, when processing payroll). When doing so, we will provide an additional schedule setting out required information as part of our agreement with you. That additional schedule should be read in conjunction with this privacy notice.

3. Contact Details

If you have any questions about this privacy notice, including any requests to exercise your legal rights, please contact us at [email protected].

Alternatively, you may write to us at:

FAO: Data Protection Team
BSQ Accounting Ltd
71-75 Shelton Street
Covent Garden
London
WC2H 9JQ

4. Categories of personal data we collect

Depending on the engagement and your interactions with us, we may generally collect, store, use and transfer the following types of personal data:

In addition to the above, there are also other forms of personal data that we may process depending on the purpose for which you instruct us. This includes:

• Your employment status, including payroll records, details about your salary and benefits and your employment records if applicable to the services we will be providing to you.
• Financial information such as your bank account or building society details, your National Insurance number and relevant tax information and reliefs.
• Source of funds/wealth information and supporting documentation.
• Special category data: limited information that may arise in tax or payroll contexts (for example union membership for subscriptions, health related data for statutory payments), processed only where necessary and lawfully justified.

We may also collect, use and share aggregated data such as statistical or demographic data which is not personal data as it does not directly (or indirectly) reveal your identity.

5. Source of personal data collected

We obtain personal data:

• Directly from clients, their officers, employees, agents and other representatives.
• From third parties, including our group companies, HMRC, Companies House, employers, banks and payment providers, pension providers, payroll providers, identity verification and screening providers, professional advisers, and public registers and databases.

How we collect your data if you order an Accounting Service Plan via 1st Formations Limited

We receive your personal data from 1st Formations to arrange, administer and support your Service Plan. We may receive and share personal data with 1st Formations Limited as necessary to arrange, administer and support your Service Plan (for example, to confirm order details, onboarding status, and billing and collection undertaken by 1st Formations as our authorised agent).

We process personal data received from or shared with 1st Formations for the purposes of arranging, administering and supporting Service Plans, including onboarding, customer communications, invoicing, payment collection and debt recovery conducted by 1st Formations on BSQ’s behalf, on the basis of performance of a contract and our legitimate interests in effective service administration and billing.

Where a plan is ordered together with a company incorporation, the Account Holder may initially be our contracting customer prior to the Relevant Corporate Entity’s incorporation and assumption of the plan following onboarding.

6. Purposes for which we intend to process personal data and the legal bases on which we rely

The law requires us to have a legal basis for collecting and using your personal data. The table below explains the purposes for which we use your personal data and our legal bases for doing so.

We will only use your personal data for the purposes for which we collected it, unless we reasonably consider that we need to use it for another reason and that reason is compatible with the original purpose.

Where we process special category data (e.g. biometric data) we do so only where an Article 9 UK GDPR condition applies, such as where necessary for the establishment, exercise or defence of legal claims, where manifestly made public by the data subject, or with your explicit consent. Where we process data about criminal convictions and offences, we do so only where permitted by the Data Protection Act 2018 and applicable law, and where necessary for MLR 2017 checks or fraud prevention.

7. Third Parties with whom we may share your personal data

We may share your personal data with:

1. 7.1
   Companies House, HMRC and other government bodies or regulators, as required or permitted by law.
2. 7.2
   Any third parties with whom you require or permit us to correspond.
3. 7.3
   Our subcontractors and service providers who support our services (for example IT, cloud hosting, document management, screening, payroll support), subject to appropriate contractual safeguards.
4. 7.4
   Karbon (KarbonHQ), which provides our engagement and practice management platform and acts as our data processor for client onboarding, workflow and task management, client communications, document management, billing administration and related operational support, subject to appropriate contractual safeguards. Karbon’s privacy policy can be viewed here.
5. 7.5
   An alternate appointed by us in the event of incapacity or death.
6. 7.6
   Our professional indemnity insurers, insurance brokers, auditors and professional advisers.
7. 7.7
   Our corporate group companies and affiliates where they provide services such as IT support, payroll support, advisory, administrative support, compliance or other professional services, and for internal administration, service delivery and business management, subject to confidentiality and appropriate safeguards.
8. 7.8
   Courts and tribunals, the police and other law enforcement authorities, and the Information Commissioner’s Office (ICO) where required or appropriate.
9. 7.9
   Other recipients where required by law or necessary to establish, exercise or defend legal claims.
10. 7.10
    Other third parties in the event of an actual or proposed sale, transfer, or merger of our business, parts of our business or our assets. Alternatively, we may seek to acquire other businesses or merge with them. If a change happens to our business, then the new owners may use your personal data in the same way as set out in this privacy notice.

We may need to share your personal data with the third parties identified above in order to comply with our legal obligations, including our legal obligations to you. If you ask us not to share your personal data with such third parties, we may need to cease to act.

8. Transfers of personal data outside the European Economic Area (EEA) and/or United Kingdom

Some of our third party service providers are based outside the United Kingdom and/or the EEA so their processing of your personal data will involve an international transfer.

Whenever we transfer your personal data out of the UK or EEA, we ensure a similar degree of protection is afforded to it by ensuring at least one of the following safeguards is implemented:

• We will only transfer your personal data to countries that have been deemed to provide an adequate level of protection for personal data by the relevant UK or EU authority; and/or
• Where we use certain service providers, we may use specific contracts approved by the relevant UK or EU authority which give personal data equivalent protection to that it has in the UK or EU as applicable.

In particular, Karbon (KarbonHQ) may process personal data in the UK, the EEA and in other countries outside the UK/EEA. Where personal data is transferred outside the UK/EEA by Karbon, we use the Standard Contractual Clauses approved for use in the UK.

Further information about the safeguards we use is available on request by contacting [email protected].

9. Retention of personal data

When acting as a data controller and in accordance with recognised good practice within the tax and accountancy sector, we will retain all of our records relating to you as follows:

1. 9.1
   Where tax returns have been prepared, it is our policy to retain information for seven years from the end of the tax year to which the information relates.
2. 9.2
   Where ad hoc advisory work has been undertaken, it is our policy to retain information for 7 years from the date the business relationship ceased.
3. 9.3
   Where we have an ongoing client relationship, data that is needed for more than one year’s tax compliance (e.g. capital gains base costs and claims and elections submitted to HMRC) is retained throughout the period of the relationship, but will be deleted 7 years after the end of the business relationship unless you as our client ask us to retain it for a longer period.
4. 9.4
   AML due diligence is generally kept for five years from the end of the business relationship or the date of an occasional transaction.

Our contractual terms provide for the destruction of the majority of documents after 7 years and therefore agreement to the contractual terms is taken as agreement to the retention of records for this period, and to their destruction thereafter.

In some circumstances, we may anonymise your personal information so that it can no longer be associated with you, in which case we may use that information without further notice to you.

You are responsible for retaining information that we send to you (including details of capital gains base costs and claims and elections submitted), and this will be supplied in the form agreed between us. Documents and records relevant to your tax affairs are required by law to be retained by you as follows:

Individuals, trustees and partnerships

• with trading or rental income: five years and 10 months after the end of the tax year;
• otherwise: 22 months after the end of the tax year.

Companies, LLPs and other corporate entities

• six years from the end of the accounting period.

Where we act as a processor on a client’s instructions, we will delete or return personal data at termination of the services in accordance with the engagement terms and subject to any legal obligations requiring retention.

10. Keeping us up to date

It is a requirement of our contract with you that you provide us with the personal data that we request. If you do not provide the information that we request, we may not be able to provide professional services to you. If this is the case, we will not be able to commence acting or will need to cease to act.

It is also important that the personal data we hold about you is accurate and current. You must keep us informed if your personal data changes during your relationship with us.

11. Security

We implement appropriate technical and organisational measures to protect personal data, including access controls, authentication, encryption in transit and at rest where appropriate, secure storage, staff training, confidentiality obligations and regular monitoring.

We require all third parties to respect the security of your personal data and to treat it in accordance with the law. We do not allow our third party service providers to use your personal data for their own purposes and only permit them to process your personal data for specified purposes and in accordance with our instructions.

12. Marketing

We may analyse your personal data to form a view on what products and or services we think may be of interest to you.

You will only receive marketing communications from us, if you are a “corporate subscriber” or if you are an individual and have opted in to receive marketing communications.

Please note if you are a “corporate subscriber” it is not necessary for us to obtain your consent to direct marketing. However, you will always have the option to opt out of receiving direct marketing messages.

Please note that if you opt out of receiving marketing communications:

• you will still receive service-related communications that are essential for administrative or customer service purposes; and
• we may still use your personal data for other purposes provided we have a lawful basis to do so.

13. Your Legal Rights

Requesting personal data we hold about you (subject access requests)

You have the right to request access to your personal data that we hold. Such requests are known as ‘subject access requests’ (SARs).

Please provide all SARs in writing to [email protected].

To help us provide the information you want and deal with your request more quickly, you should include enough details to enable us to verify your identity and locate the relevant information. For example, you should tell us:

• your date of birth;
• previous or other name(s) you have used;
• your previous addresses in the past five years;
• personal reference number(s) that we may have given you, for example your national insurance number, your tax reference number or your VAT registration number;
• what type of information you want to know.

If you do not have a national insurance number, you must send a copy of:

• the back page of your passport or a copy of your driving licence and
• a recent utility bill.

DPA 2018 requires that we comply with a SAR promptly and in any event within one month of receipt. There are, however, some circumstances in which the law allows us to refuse to provide access to personal data in response to a SAR (e.g. if you have previously made a similar request and there has been little or no change to the data since we complied with the original request).

We will not charge you for dealing with a SAR.

You can ask someone else to request information on your behalf for example, a friend, relative or solicitor. We must have your authority to respond to a SAR made on your behalf. You can provide such authority by signing a letter that states that you authorise the person concerned to write to us for information about you and/or receive our reply.

Where you are a data controller and we act for you as a data processor (e.g. by processing payroll), we will assist you with SARs on the same basis as is set out above.

Putting things right (the right to rectification)

You have a right to obtain the rectification of any inaccurate personal data concerning you that we hold. You also have a right to have any incomplete personal data that we hold about you completed. Should you become aware that any personal data that we hold about you is inaccurate and/or incomplete, please inform us immediately so we can correct and/or complete it.

Deleting your records (the right to erasure)

In certain circumstances, you have a right to have the personal data that we hold about you erased. Further information is available on the ICO website (ico.org.uk). If you would like your personal data to be erased, please inform us immediately and we will consider your request. In certain circumstances, we have the right to refuse to comply with a request for erasure. If applicable, we will supply you with the reasons for refusing your request.

The right to restrict processing and the right to object

In certain circumstances, you have the right to ‘block’ or suppress the processing of personal data or to object to the processing of that information. Further information is available on the ICO website (ico.org.uk). Please inform us immediately if you want us to cease to process your information or you object to processing so that we can consider what action, if any, is appropriate.

Obtaining and reusing personal data (the right to data portability)

In certain circumstances, you have the right to be provided with the personal data that we hold about you in a machine-readable format, e.g. so that the data can easily be provided to a new professional adviser. Further information is available on the ICO website (ico.org.uk).

The right to data portability only applies:

• to personal data an individual has provided to a controller;
• where the processing is based on the individual’s consent or for the performance of a contract;
• when processing is carried out by automated means.

We will respond to any data portability requests made to us without undue delay and within one month. We may extend the period by a further two months where the request is complex or a number of requests are received but we will inform you within one month of the receipt of the request and explain why the extension is necessary.

Withdrawal of consent

Where you have consented to our processing of your personal data, you have the right to withdraw that consent at any time. Please inform us immediately if you wish to withdraw your consent.

Please note:

• the withdrawal of consent does not affect the lawfulness of earlier processing;
• if you withdraw your consent, we may not be able to continue to provide services to you;
• even if you withdraw your consent, it may remain lawful for us to process your data on another legal basis (e.g. because we have a legal obligation to continue to process your data).

14. Automated decision-making

We do not intend to use automated decision-making in relation to your personal data.

15. Complaints

If you have requested details of the information we hold about you and you are not happy with our response, or you think we have not complied with the GDPR or DPA 2018 in some other way, you can complain to us. Please send any complaints to [email protected].

If you are not happy with our response, you have a right to lodge a complaint with the ICO (ico.org.uk).

16. Updates to this Privacy Notice

We may amend this privacy notice from time to time. If we do so, we will supply you with and/or otherwise make available to you a copy of the amended privacy notice. Continued engagement with our services after an update indicates your acknowledgement and acceptance of the updated notice.