Mercia - Support Services Specification

2. SCOPE OF THESE SUPPORT SERVICES SPECIFICATIONS

2.1 These Support Services Specifications together with the Company General Terms and Conditions shall apply to all Orders placed by the Client.

2.2 Any Support Services provided under the terms of this Agreement are provided to the Client, and the Company shall not be under any obligation to provide the Support Services to any other party.

 

3. PROVISION OF SUPPORT SERVICES AND CLIENT WARRANTIES

3.1 In order to perform support services, and prior to the commencement of the Support Services, Mercia is required to conduct a customer due diligence check. To carry this out We will contact you to go through a number of questions. In accordance with our obligations under anti-money laundering legislation your personal data will be processed for the purpose of preventing money laundering or terrorist financing, and as You otherwise agree, for example, in order for Us to provide the Support Services.

3.2 From time to time, We are required to update Our CDD records to ensure that the firm’s circumstances and details have not changed significantly.

3.3 In the event that the Company requires the decision, approval, consent or any other communication from the Client in order to provide the Support Services or any part thereof at any time, the Client shall provide the same in a reasonable and timely manner. The Client acknowledges that any delay on the Client’s part of providing any such decision, approval, consent or any other communication may delay the provision of the Support Services, for which the Company shall have no liability to the Client.

3.4 If the nature of the Support Services requires that the Company has access to the Client’s property, the Client shall provide access to the same as required.

3.5 The Company shall not be liable to the Client for any delay in the provision of the Support Services resulting from the Client’s failure or delay in complying with any of the provisions of Clause 4.

3.6 The Client undertakes to support any Support Services provided through appropriate marketing and promotional channels and to collaborate with the Company on any appropriate joint marketing or promotional projects relating to the Support Services.

3.7 The Client undertakes to ensure its personnel exercise the Support Services benefits in accordance with the terms of this Agreement.

3.8 The Client warrants that it shall not engage in joint promotions with any third party in relation to the Support Services without the Company’s prior written consent.

4. REVIEW SUPPORT SERVICES

4.1 In order to arrange a review We will require the following information:

4.1.1 Firm name, address and contact details;

4.1.2 The type of review required;

4.1.3 The number of locations to visit (where applicable);

4.1.4 The number of files to review;

4.1.5 The nature of any specialist files to review (e.g. charities, pension schemes, solicitors etc.);

4.1.6 An approximate preferred date for the review;

4.1.7 Whether the firm uses electronic audit software and the name of the software;

4.1.8 Whether your firm is a member of Mercia or uses the Mercia audit manual;

4.1.9 Whether your firm uses a proprietary audit system or has recently switched systems;

4.1.10 Any special requirements for the review (e.g. comments and conclusions based upon a previous review by the QAD or ACCA Monitoring Unit).

4.1.11 We will need to see a copy of the report and any special instructions from your regulator.

4.2 The detailed terms and conditions of the review will be set out in the Order / Engagement Letter.

4.3 We will contact you as soon as possible after your initial enquiry with possible dates for the review.

4.4 Once a date has been agreed We will send you an order/engagement letter, confirming the following:

4.4.1 The name of the reviewer(s);

4.4.2 The date(s) of the review;

4.4.3 The type(s) of review and the number of files to be reviewed (including any specialist files);

4.4.4 The cost of the review and an indication of any travelling and accommodation expenses.

4.5 THE REVIEW PROCESS (FOR VISITS TO FIRMS’ OFFICES)

4.5.1 Shortly before the review, the reviewer will contact you to confirm the final arrangements. This will normally involve confirmation of:

4.5.2 Whether the reviewer or the firm will be selecting the files for review;

4.5.3 Where the reviewer is selecting the files, whether this will be done in advance or on the day of the review;

4.5.4 Whether any files for locations not visited need to be transferred to the location of the review; and

4.5.5 The expected time of arrival.

4.6 On the day of the review, the reviewer will initially outline the review process and discuss any particular requirements of the review. The reviewer will require a quiet space to work with a reliable internet connection.

4.7 Once the file review is complete, the reviewer will discuss the key findings and provide an indication of the grades of the files that have been cold reviewed. We do not grade hot file reviews.

4.8 We grade cold file reviews in accordance with our grading structure which is located on our website and a link is included in our report.

4.9 THE REVIEW PROCESS (FOR POSTAL AND REMOTE REVIEWS)

4.9.1 For remote reviews, files will need to be made available to our reviewers in advance of the review commencing.

4.9.2 Once the file has been received, We will confirm safe receipt and indicate the likely date of return.

4.9.3 Once the file has been reviewed, the reviewer will schedule a 15 minute debrief telephone call to discuss the main findings of the report. A more detailed debrief can be requested and is subject to additional charge.

4.10 THE REPORT

4.10.1 We aim to issue the final report within 10 working days of the review. However, We reserve the right to extend this period without prior notice.

4.10.2 Should We extend the period in which the report is issued, We will inform You of the delay and will provide an indication of when the report may be expected. Advance, draft PDF copies of the report may be issued on request.

4.10.3 Our final report will be issued as a locked PDF file and an invoice for the Support Service will be issued.

5. Under the anti-money laundering regime, Mercia falls within the regulated sector and is required to report any specific information disclosed to Us during any conversations or found by us in the course of our work if it amounts to knowledge or suspicion of money laundering to the National Crime Agency. However, We are relevant professional advisers under the regulations and as such must not report knowledge or suspicion obtained in privileged circumstances. Technical queries usually seek advice about the legal position under the Money Laundering Regulations, Proceeds of Crime Act or Terrorism Act, and such queries are treated as being received in privileged circumstances.

TAX, AUDIT AND ACCOUNTANCY TECHNICAL SUPPORT

5.1 Our Tax and Audit & Accountancy Technical Support service covers the majority of day-to-day issues practices face and includes:

5.1.1 Key taxes, including income, inheritance, corporation and capital gains tax;

5.1.2 HMRC enquiries;

5.1.3 International tax;

5.1.4 National insurance;

5.1.5 VAT;

5.1.6 Capital allowances;

5.1.7 Audit & Accountancy Technical Support;

5.1.8 Company law;

5.1.9 Auditing;

5.1.10 Practice assurance;

5.1.11 Financial reporting;

5.1.12 Ethical matters;

5.1.13 Anti money laundering matters;

5.1.14 Investment Business regulatory issues; and

5.1.15 Specialist areas (those covered by Mercia’s Specialist Assignment Manual sections).

5.2 All enquiries in respect of the Audit & Accountancy Technical Support service and the Tax Technical Support service should be submitted using our online form.

5.3 USING THE TECHNICAL SUPPORT SERVICE

5.3.1 The Technical Support Service is available during office hours. All queries should be entered onto the online form as set out in clause 6.2.

5.3.2 We will endeavour to contact you within two working day of receiving your request. If We are unable to provide an answer to your query within this timeframe, We will endeavour to agree a suitable timeframe for the response to Your query.

5.3.3 The minimum charge for the service is 30 minutes. Where We expect the time taken to be longer than the minimum amount (for example where a technical query involves the review of accounts, leases, or other documents, or would otherwise be expected to take longer than 30 minutes), the timescale and cost of dealing with such queries will be by agreement on a case-by-case basis.

6. CANCELLATION, POSTPONEMENT AND INACTIVITY

6.1 The Company will not be deemed to be in breach of this Agreement or otherwise liable to the Client for any failure or delay in performing its obligations where, in its commercially reasonable opinion (including on the occurrence of an event of force majeure) it decides to postpone the provision of Support Services. In the event of such a situation, the Company will give written notice to you of its decision as soon as is reasonably practicable after the decision has been made.

6.2 the Company will have no obligation to refund all or part of the Fee in the event of postponement of the Commencement Date for the provision of the Support Services.

6.3 In the case of postponement of the Commencement Date, you are deemed to accept the new Commencement Date and may not terminate this Agreement.

6.4 Other than by prior mutual agreement in writing between the Parties, where the Client fails to provide Client Materials, the Support Services shall be forfeited by the Client and the Company shall have no liability to the Client in this regard.

6.5 For the avoidance of doubt, the Company shall have no obligation to refund any amount of Fees paid where the Client fails to use or forfeits, in accordance with clause 3.4, the Support Services commissioned.

6.6 The Company shall have no obligation to refund all or part of the Fee paid in the event of cancellation by the Client. If You cancel a confirmed visit with less than 30 days’ notice the support time may not be reallocated and we reserve the right to charge 50% of the total agreed fee. If You cancel a confirmed visit with less than 5 days’ notice the support time may not be realloctaed and we reserve the right to charge 100% of the total agreed fee.

7. PAYMENT OF FEES

7.1 The Client shall pay the Fees in relation to any Support Services as follows:

7.1.1 One hundered per cent of the total Fees on receipt by the Client of the final deliverable as set out in the Order.

8. COSTS AND OBLIGATIONS ON TERMINATION

8.1 Where termination occurs before the Support Services have been completed, the Company will charge such proportion of the Fees paid to the Client (calculated in good faith) as is reasonable to reflect the value of the Support Services received prior to the date of termination.

8.2 Upon expiry or termination of this Agreement, the Parties agree that: 6.3.1 the Company’s obligations to provide any further Support Services will cease with immediate effect; 6.3.2 Any licences granted to the Client pursuant to this Agreement will immediately cease; and 6.3.3 The Client will destroy any Company and / or event materials and remove the marks from any other materials and / or Client Materials in its possession.

9 NON-SOLICITATION

9.1 You shall not, during the Term of this Agreement and for a period of six (6) months after its termination or expiry, employ or contract the services of any person who is or was employed or otherwise engaged by Us at any time in relation to this Agreement without our express written consent.

9.2 Neither Party shall, during the Term of this Agreement and for a period of six (6) months after its termination or expiry, solicit or entice away from the other Party any customer or client where any such solicitation or enticement would cause damage to the business of that Party without the express written consent of that Party.