Client AgreementTerms of Business

1. Definitions

In shortThe key terms used in this agreement.

0.1 Agreement - these Terms of Business together with any Engagement Letter or Statement of Work you accept.

0.2 Services - the bookkeeping and related services described in the Agreement.

0.3 Deliverables - the outputs we produce in providing the Services.

0.4 Engagement Letter - any written scope, fee and timeline confirmation we issue and you accept.

0.5 Working Day - Monday to Friday, excluding bank holidays in England and Wales.

2. Introduction and status

In shortWe do bookkeeping and, where agreed, file your personal Self Assessment return; we do not give tax or legal advice. Instructing us accepts these terms.

1.1 These Terms set out the basis on which Landlord Accounting provides property bookkeeping and record-keeping support to landlords and property investors.

1.2 We are a specialist property bookkeeping service. For landlords who own personally, we can also prepare and file your personal Self Assessment return where separately agreed. We do not file company corporation tax returns, provide tax advice, provide legal advice, or provide regulated financial advice.

1.3 By instructing us (including by email confirmation), you agree to be bound by this Agreement together with any Engagement Letter or Statement of Work we issue and you accept.

1.4 Consumers and businesses. You contract with us either as a business (including as a company, partnership, or an individual landlord acting for the purposes of a letting business) or as a consumer (an individual acting wholly or mainly outside a business). Where you contract as a consumer, nothing in this Agreement removes or reduces your statutory rights, and any term is limited to the extent necessary to be fair and enforceable under the Consumer Rights Act 2015. Where a clause is expressed to apply only to business clients, it does not apply to you as a consumer.

3. Scope of services

In shortWhat we do, what needs a separate agreement, and what we never do.

2.1 We provide bookkeeping and record-keeping support relating to property investment and rental income, which may include:

• recording income and expenses and categorising transactions;
• bank reconciliations and transaction matching;
• property-by-property income and expense summaries;
• periodic reports for your own records and for your accountant or tax adviser.

2.2 Outside scope (unless expressly agreed in writing): catch-up bookkeeping, complex historic clean-up, data migrations, and bespoke analysis.

2.3 Excluded services: tax advice, audit or assurance, legal services, and any regulated financial advice. Personal Self Assessment filing (optional). [DRAFT — pending compliance review] Where you own personally and it is agreed under a separate written scope and fee (see clause 6), we will prepare and file your personal Self Assessment return, including the SA105 property pages, from the records we produce. You remain the registered taxpayer at all times. Before we submit, you will be sent the completed return to review and approve; we submit only once you have confirmed the figures are correct and complete. We do not give tax advice as part of this service. Company returns: the corporation tax return (CT600) is prepared and filed by your own accountant from our working papers.

2.4 Change requests - work outside the agreed scope proceeds only once confirmed in writing, with the fees, assumptions and timelines agreed in advance.

2.5 What counts as a property. Where fees depend on the number of properties, one property means one address with its own rent ledger. A house in multiple occupation let by the room counts as one property; a block let as separate flats counts as one property per flat. This matches our published pricing.

4. Your responsibilities

In shortGive us accurate records on time; appoint your own accountant for company returns and tax advice.

3.1 You agree to give us timely, complete and accurate information and documents - bank statements, tenancy agreements, invoices and such other records as we reasonably need.

3.2 You keep your original documents at all times. We may work with copies or electronic images and rely on the information you provide.

3.3 You are responsible for appointing and instructing your own accountant or tax adviser for tax advice, company corporation tax returns, and any matter outside the personal Self Assessment filing we separately agree to provide.

3.4 You agree to tell us promptly of any material change to your circumstances, portfolio or contact details.

5. Access and third-party systems

In shortYou let us access what we need, and keep your logins secure.

4.1 You authorise us to access systems and data strictly as needed to deliver the Services, including read-only bank feeds, accounting platforms and property-management software.

4.2 You are responsible for any third-party licence fees, subscriptions or access charges needed for that access.

4.3 You agree to keep credentials secure, use strong passwords and, where available, two-factor authentication, and to revoke access when it is no longer needed.

6. Deliverables and turnaround

In shortWe produce bookkeeping outputs - not audits, tax or legal advice.

5.1 Our deliverables are bookkeeping outputs only, and may include ledgers, reconciliations, schedules and reports.

5.2 Standard turnaround for routine monthly work is indicative only and begins when complete and accurate data has been received. Year-end or complex work may take longer, and we keep you informed of any material delay.

5.3 Our outputs are not audit assurances, tax computations, legal opinions or professional advice.

7. Fees, billing and payment

In shortMonthly in advance by standing order or Direct Debit; agreed in writing first.

6.1 Fees are agreed in writing before work begins. Out-of-scope work is quoted and agreed by change request.

6.2 The monthly fee is payable monthly in advance, by standing order or Direct Debit. One-off work is invoiced on completion and payable within 14 days.

6.3 The engagement is rolling and monthly. Either of us may end it on 30 days’ written notice (see clause 13).

6.4 When you add or sell a property, the fee changes from the following month, in line with our published rate card.

6.5 We review fees periodically and give at least 60 days’ written notice before a change takes effect on an ongoing engagement.

6.6 Late payment - we may charge interest on overdue sums at the statutory rate under the Late Payment of Commercial Debts legislation, plus any fixed compensation and reasonable recovery costs, and may withhold Deliverables while any amount is overdue.

8. Confidentiality

In shortWe keep your information confidential, and you keep ours.

7.1 We treat your confidential information with care and disclose it only to people or providers who need it to deliver the Services, or where disclosure is required by law.

7.2 You agree to keep our methods, templates and non-public materials confidential.

7.3 We may disclose confidential information to professional advisers and vetted subcontractors under equivalent confidentiality obligations, solely to deliver the Services or comply with the law.

9. Data protection

In shortWe handle data under our Data Protection and Privacy Policies.

8.1 Our data-protection role depends on the data. We are the controller for our own business data (your contact and account details, enquiries and correspondence). For the bookkeeping data we process on your instructions - including information about your tenants - we act as your processor and you are the controller. This mirrors our Data Protection Policy and Privacy Policy.

8.1A Processing on your behalf (UK GDPR Article 28). Where we act as your processor we will: process the data only on your documented instructions; ensure confidentiality; apply appropriate security; engage sub-processors only under equivalent terms; assist you with data-subject requests and breach obligations so far as reasonable; and, at the end of the engagement, return or delete the data at your choice. These terms form the Article 28 processing agreement between us; a separate data-processing schedule may be issued and, if it is, it prevails to the extent of any inconsistency.

8.2 Where you give us personal data about third parties (for example, tenants), you confirm you have a lawful basis to do so and that appropriate privacy information is in place.

8.3 In the event of a personal data breach affecting your data, we will notify you without undue delay where the law requires.

10. Intellectual property

In shortYou keep your data; we keep our templates. You get a licence to use the outputs.

9.1 You keep ownership of your source data and documents.

9.2 We keep ownership of our templates, processes, scripts and know-how. On full and cleared payment, we grant you a non-exclusive, non-transferable licence to use the Deliverables for your internal business purposes.

11. Limitation of liability

In shortOur liability is capped at 12 months’ fees, with the usual legal exceptions.

10.1 Nothing in this Agreement limits or excludes liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be limited by law.

10.2 Subject to clause 10.1, and where you contract as a business, our total liability arising out of or in connection with the Services shall not exceed the greater of (a) the total fees you paid for the Services in the 12 months before the event giving rise to the claim, and (b) £50,000, per claim and per series of related claims. We hold professional indemnity cover consistent with this limit. [DRAFT — pending compliance review]

10.2B Personal Self Assessment filing. [DRAFT — pending compliance review] Where we prepare and file your personal Self Assessment return under clause 2.3, we are responsible for preparing the return accurately from the information and records you supply and for submitting it by the applicable deadline once you have approved it. We are not responsible for: (a) the accuracy or completeness of information you supply or fail to supply; (b) tax positions, elections, reliefs or planning, which are matters of tax advice outside our scope; (c) any return you do not approve in time for us to submit before the deadline; or (d) penalties, interest or loss arising from late, incomplete or inaccurate information from you, or from your failure to approve the return in time. Our total liability for the filing service is subject to the same cap in clause 10.2.

10.2A Where you contract as a consumer, we do not seek to limit our liability below what is fair and reasonable under the Consumer Rights Act 2015. We remain liable to a consumer for losses that are a reasonably foreseeable result of our breach or failure to use reasonable care and skill.

10.3 Where you contract as a business, we are not liable for indirect, special or consequential loss, loss of profit, loss of data or loss of business, whether in contract, tort (including negligence) or otherwise. This clause does not apply to a consumer, whose remedies are governed by clause 10.2A and the Consumer Rights Act 2015.

10.4 We are not responsible for delays or inaccuracies caused by incomplete, inaccurate or late information you supply, nor for failures or outages of third-party platforms.

12. Anti-bribery and financial crime

In shortWe both follow anti-money-laundering and anti-bribery law.

11.1 You and we will comply with applicable laws on anti-bribery, anti-money-laundering and counter-terrorist financing.

11.2 Client due diligence. We may be required to verify your identity and the source of funds before and during the engagement. You agree to provide the identification and information we reasonably request. We may decline to start, may pause, or may end the Services if we cannot complete these checks, and we are not liable for any delay or loss arising from a check we are required by law to carry out. Where the law requires, we may be obliged to make a report and may be prohibited from telling you that we have done so.

13. Force majeure

In shortNeither side is liable for events beyond reasonable control.

12.1 Neither party is in breach, nor liable for delay or failure to perform (other than payment obligations), where the cause is beyond that party’s reasonable control, provided reasonable steps are taken to reduce the impact.

14. Term and termination

In shortRolling monthly; either side can end it with 30 days’ notice.

13.1 This Agreement starts on the date we accept your instruction and continues until ended.

13.1A Consumer cancellation. If you contract as a consumer at a distance or away from our premises, you have the right to cancel within 14 days of entering the Agreement, under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. If you ask us to begin work within that period, you may still cancel but may owe us a proportionate amount for work done up to cancellation.

13.2 Either party may end this Agreement on 30 days’ written notice. We may end it immediately for non-payment, material breach, or an inability to complete legal or compliance checks.

13.3 On termination, you remain liable for fees for work done up to the termination date.

13.4 Handover - on termination, and once all sums due are settled, we provide a reasonable data handover (for example, CSV or PDF exports of your bookkeeping outputs) within a reasonable period.

15. Complaints and feedback

In shortIf unhappy, follow our Complaints & Feedback Policy.

14.1 If you are dissatisfied, please follow our Complaints & Feedback Policy. We aim to acknowledge a complaint within 3 working days and to give a fair, prompt outcome.

16. Subcontractors and assignment

In shortWe may use assistants; you cannot transfer the agreement without consent.

15.1 We may use suitably qualified subcontractors or assistants to deliver the Services, and we remain responsible for their work.

15.2 You may not assign or transfer this Agreement without our prior written consent.

17. Notices

In shortFormal notices go by email, with a postal address for service.

16.1 Formal notices must be sent by email to contact@landlordaccounting.co.uk (or any replacement we notify in writing). Our address for the service of notices is: Landlord Accounting, c/o David Smith & Co., Accountants, 7 Grosvenor Gardens, London SW1W 0BD.

18. Governing law and jurisdiction

In shortEngland and Wales law applies.

17.1 This Agreement is governed by the laws of England and Wales. Where you contract as a business, the courts of England and Wales have exclusive jurisdiction. Where you contract as a consumer, you may bring proceedings in the courts for the part of the United Kingdom in which you live, and nothing in this clause affects that right.

19. Entire agreement and general

In shortThis, plus any engagement letter, is the whole agreement.

18.1 This Agreement, with any Engagement Letter or Statement of Work you accept, is the entire agreement between us about the Services.

18.2 If there is any inconsistency, the Engagement Letter or Statement of Work prevails to the extent of the inconsistency.

18.3 Third-party rights - no one other than the parties may enforce any term of this Agreement (the Contracts (Rights of Third Parties) Act 1999 is excluded).

18.4 Severability - if any term is held invalid, the rest remains in force.

18.5 Waiver - a failure to enforce is not a waiver of rights.

18.6 Variation - changes to this Agreement must be in writing and agreed by both parties.

20. Contact

In shortHow to reach us.

21. Important information

In shortWe keep records, not tax advice.

Landlord Accounting provides property bookkeeping services for landlords and, where separately agreed, prepares and files personal Self Assessment returns. We do not file company corporation tax returns or provide tax, legal or regulated financial advice.