Terms and Conditions
Terms and conditions
The following terms and conditions are the agreement between you and JWS Accountants Limited, company number 14529408 (‘we’, ‘our’ or ‘us’).
Our registered business address is 4th Floor Centenary House, 1 Centenary Way, Salford, England, M50 1RF.
These terms apply to you, so far as the context allows to you as a visitor to our Website and as a client. They prevail over any terms proposed by you.
If you have any questions about our terms and conditions, please contact us.
1. Definitions
In this agreement:
‘Account’ means the records on our Website relating to you, your tax affairs and your transactions with us.
‘Claim’ means a claim to HMRC for a refund of taxes that you have paid in a prior tax period.
‘Consumer’ has the same meaning as in the Regulations, or otherwise where the context applies, any individual located in the United Kingdom or in a European Union member state who, in connection with this agreement, is acting for a purpose which is outside their business.
‘Content’ means the content that is encountered as part of your experience or that you contribute to our Website when visiting it. Content may include, among other things: text, images, sounds, videos and animations.
‘HMRC’ means His Majesty’s Revenue and Customs.
‘Intellectual Property’ means intellectual property of every sort, whether or not registered or registrable in any country, including intellectual property of kinds coming into existence after today; and including, among others, designs, copyrights, software, discoveries, know-how, together with all rights which are derived from those rights.
‘Instruction’ means your instruction to us to provide our Service. ‘Instruct’ and ‘Instructing’ shall be construed accordingly.
‘Post’ means display, exhibit, publish, distribute, transmit and/or disclose information, Content and/or other material on our Website. The terms ‘Posted’ and ‘Posting’ shall be interpreted accordingly.
‘the Regulations’ means the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.
‘Service’ means our service where we identify overpayments of tax that you may have made to HMRC and subsequently make a Claim on your behalf to recover them.
‘Successful Claim’ means an offer by HMRC to repay, in full or partially, amounts under a Claim.
‘our Website’ means this website at [https://www.jwsa.co.uk/].
2. Interpretation
In this agreement unless the context otherwise requires:
2.1. A reference to a person is a reference to one or more individuals, whether or not formally in partnership, or to a corporation, government body, or other association or organisation.
2.2. Any agreement by any party not to do or omit to do something includes an obligation not to allow some other person to do or omit to do that same thing.
2.3. Except where stated otherwise, any obligation of any person arising from this agreement may be performed by any other person.
2.4. In this agreement references to a party include references to that person’s successors, legal representatives, permitted assigns and any person to whom those rights and obligations are transferred or passed as a result of a merger, division, reconstruction or other re-organisation involving that party.
2.5. The headings to the paragraphs to this agreement do not affect the interpretation.
2.6. A reference to an act or regulation includes new law of substantially the same intent as that act or regulation.
2.7. In the context of permission, ‘may not’ in connection with an action of yours, means ‘must not’.
2.8. In any indemnity, a reference to costs or expenses shall be construed as including the estimated cost of management time of the indemnified party.
3. Our agreement with you
3.1. Subject to these terms and conditions, we agree to provide to you with our Service as described on our Website at the prices we charge from time to time.
3.2. This agreement contains the entire agreement between the parties and supersedes all previous agreements and understandings between the parties.
3.3. So far as the law allows, all implied conditions, warranties and terms are excluded from this agreement.
3.4. In entering into this agreement you have not relied on any representation, warranty, information or document or other term other than that given on our Website.
3.5. Where we provide our Service without specific charge to you, then there is neither a contractual nor another obligation on us in respect of that Service. However, you remain obligated under these terms as far as they can be applied.
3.6. If you use our Website in any way, including if you make an Instruction on behalf of another person, then you warrant that you have full authority to do so and you accept personal responsibility for every act or omission by you in respect of your use and any Instruction.
3.7. Should these terms conflict with any other information we provide on our Website or elsewhere, then you agree that these terms prevail.
3.8. We may change these terms from time to time. The terms that apply to you are those published on our Website on the day the agreement between us is made.
Terms of sale of our Service
4. Our Service
4.1. In Instructing us, you acknowledge that you understand our Service exactly and you are satisfied it is suitable and satisfactory for your requirements.
4.2. Your Instruction is an offer to buy from us. We reserve the right to agree to provide our Service to you.
4.3. The agreement between us for the provision of our Service comes into existence when we write to you to confirm that we agree to provide it to you.
4.4. We shall inform you promptly should we decide not to accept your Instruction.
4.5. The timing of when we make a Claim is subject to the timely receipt by us of relevant information from you about your tax affairs.
5. Our relationship with you
5.1. You appoint us to act as your agent and nominee and understand that as such that we are nominated to receive and process the refund given under your Claim.
5.2. We shall have the right to deal with your claim exclusively, unless otherwise directed by you in writing.
5.3. If we require, you agree to sign any document that evidences that you agree that we act as your agent and that you nominate us to receive and process your tax refund.
6. Provision of information by you
6.1. We shall ask you to complete a questionnaire in relation to your tax affairs and your Claim. You agree to complete this truthfully and to the best of your ability. The questionnaire provides us with the relevant information we need to submit to HMRC to make your Claim.
6.2. You understand that the completeness and authenticity of the information in the questionnaire is vital to the success of your Claim and that we shall not be responsible in any way if you provide us with incomplete, false or incorrect information.
6.3. You agree to provide us promptly on request with necessary information, authority and/or further documents that are important to your claim.
6.4. In the case where HMRC contacts you directly in respect of your claim, you shall inform us promptly.
6.5. You hereby authorise us to conduct identity verification checks as and when required, in respect of the processing of the Claim.
7. Fees
7.1. We charge on a ‘no rebate no fee’ basis. If we are not able to recover any overpaid tax for you, then you shall not be liable to pay us for our work.
7.2. Where a claim is successful, our fee will be the greater value of either 30% of your rebate or £60.00 (the ‘Minimum Fee’).
7.3. The Minimum Fee includes value added tax (‘VAT’). Otherwise, VAT is excluded and is payable in addition to our fee.
7.4. As examples:
Example 1 – Refund received
Tax refund: £1,000.00
Fee charged @ 30%: £300.00
VAT @ 20%: £60.00
Total payable (Fee + VAT): £360.00
You receive: £640.00
Example 2 – Tax Rebate is equal to the minimum charge
Tax refund: £60.00
Minimum Fee charged: £60.00
You receive: £0.00
7.5. We may change our fee structure at any time. However, the amount you pay will be according to the fee structure on the day this agreement comes into effect.
8. Payment
8.1. You authorise us to deduct our fee from the rebate we receive on your behalf for your Claim.
8.2. In the case where the value of rebate in respect of your Claim is below our minimum fee, we shall limit our fee to the total amount of the received rebate and request no further payment. We reserve the right not to contact you further.
8.3. We shall pay you within 30 days of receiving your rebate from HMRC.
8.4. If HMRC pays you directly for your Claim, rather than paying us as your nominee then you agree to:
8.4.1 tell us as soon as possible and in any case within no more than 30 days of receipt of the rebate; and
8.4.2 pay our fee within 30 days of us issuing an invoice to you.
8.5. You agree that it is reasonable that we assume that a rebate has been paid directly to you if:
8.5.1 HMRC informs us that you have; or
8.5.2 we have not received an outcome from HMRC within 9 months of submitting your Claim and you have not disclosed to us that you have not.
8.6. If we assume that a rebate has been paid directly to you then we shall issue an invoice to you.
8.7. You agree that it is reasonable that if you do not comply with the terms of this agreement, we may add our costs of recovery of any debt outstanding by you and charge statutory interest at the rate of 8% above the rate currently set by the Bank of England.
8.8. If HMRC determines that a rebate has been made incorrectly and asks for it to be repaid, we shall be under no obligation to refund our fee to you.
9. Request to start immediate provision of our Service
9.1. If you Instruct us as a Consumer, the Regulations give you 14 day ‘cooling off’ period within which you may cancel our Service without being liable to us for work we have undertaken.
9.2. However, if you wish for us to start our Service immediately, the Regulations allow you to instruct us to do so provided that you acknowledge that in doing so you lose your right to the cooling off period. In such a case, you understand and accept that by virtue of your instruction to us to provide our Services immediately, you forego your right to the cooling off period.
9.3. By entering into this agreement, you instruct us to start our Service immediately.
10. Disclaimers and limitation of liability in respect of our Service
10.1. We make no representation or warranty for the quality of our Service; its usefulness to you or its adequacy or appropriateness for a particular purpose; the correspondence of it with any description; the security of data processed directly or indirectly during its use; or any aspect or characteristic of our Service as advertised on our Website.
10.2. We shall not be responsible for any Claim that is not a Successful Claim where:
10.2.1 you provided information to us that was incorrect, incomplete, inadequate, falsified or misleading in any way;
10.2.2 you have already applied for and/or already received a rebate by making a Claim yourself or through another service provider;
10.2.3 before you entered into this agreement or since entering into it, you owe money to HMRC; or
10.2.4 HMRC holds information that is different to that provided by you.
10.3. We shall not be liable to you for any loss or expense arising from your use of our Service, or from any information, email message, numbers or data received from us in connection of our Service that is an indirect or consequential loss or an economic loss or other loss of turnover, profits, business or goodwill, even if such loss was reasonably foreseeable or we knew you might incur it.
11. Complaints and dispute resolution
11.1. Where you are not satisfied with our Service, you should first follow our complaints handling procedure, available on request from us, to try to resolve matters.
11.2. If a dispute is not settled by following the complaints handling procedure, each of the parties agrees to attempt to resolve it by engaging in good faith with each other in a process of mediation or arbitration.
12. Termination of our Service
12.1. You may terminate this agreement by giving us 21 days’ notice. If you do so then we shall attempt to cancel or withdraw your Claim with HMRC. If a Successful Claim is not forthcoming during the 21 day notice period, our agreement with you shall be terminated with no further obligations on us or you.
12.2. In the event of a Successful Claim or if you receive any benefit or rebate (following your Instruction) at the time of termination or within the 21 days’ notice period then you shall be liable to pay our fee as if you had not terminated this agreement.
12.3. Any termination of this agreement shall be without prejudice to any other rights or remedies to which we may be entitled, whether accruing before or after the date of termination.
12.4. We may terminate this agreement at any time and with immediate effect if in our opinion:
12.4.1 the information you provide to us is incorrect, incomplete, inadequate, falsified or misleading; or
12.4.2 your Claim will not be successful; or
12.4.3 you breach any term of this agreement.
12.5. If we terminate this agreement then we shall inform you immediately, and you shall have no further obligation or responsibility to us.
Terms of use of our Website
13. Your Account
13.1. You agree that you have provided, and will continue to provide accurate, up to date, and complete information about yourself and your tax affairs. We need this information to provide you with our Service.
13.2. If you use our Website, you are responsible for maintaining the confidentiality of information under your Account and your password, and for preventing any unauthorised person from using your Account.
13.3. You agree to accept responsibility for all activities that occur under your Account. You should tell us immediately if you believe some person has accessed your Account without your authority or has found out your password to it. You should also sign in to it and change your password.
14. How we handle your Content
14.1. If you Post Content to any public area of our Website it becomes available in the public domain. We have no control who sees it or what anyone does with it.
14.2. Even if access to your Content requires user registration it remains effectively in the public domain because someone has only to register to access it. You should therefore avoid Posting unnecessary confidential information at all times.
14.3. You accept all risk and responsibility for determining whether any Content is in the public domain and not confidential.
14.4. Posting Content of any sort does not change your ownership of the copyright in it. We have no claim over it and we will not protect your rights for you.
14.5. You understand that you are personally responsible for your breach of someone else’s intellectual property rights, defamation, or any law, which may occur as a result of any Content having been Posted by you.
14.6. Please notify us of any security breach or unauthorised use of your account.
15. Restrictions on what you may Post to our Website
15.1. You agree that you will not use or allow anyone else to use our Website to Post Content that:
15.1.1 is or may be malicious or defamatory;
15.1.2 comprises commercial images, audio, or video;
15.1.3 is or may be considered illegal, obscene, offensive, threatening or violent;
15.1.4 is or may be sexually explicit or pornographic;
15.1.5 is could deceive a person or be used to impersonate any person, or that misrepresents your identity, age or affiliation with any person;
15.1.6 gives the impression that it emanates from us or that you are connected with us or that we have endorsed you or your business;
15.1.7 solicits passwords or personal information from anyone;
15.1.8 is or could be used to provide any service or for any other commercial use;
15.1.9 links to any other webpage containing material specified in this paragraph; and
15.1.10 provides or facilitates the provision of unauthorised copies of another person’s copyright work..
15.2. In addition to the restrictions set out above, a content you Post to our Website must not contain:
15.2.1 hyperlinks, other than those specifically authorised by us;
15.2.2 words that are irrelevant to the Content Posted;
15.2.3 the name, logo or trademark of any organisation other than your own;
15.2.4 inaccurate, false, or misleading information.
16. Removal of offensive Content
16.1. We are under no obligation to monitor or record the activity of any visitor to our Website for any purpose. However, we may do so without notice to you and without giving you a reason.
16.2. Our Website may include Content Posted by third parties. We are not responsible for any such Content.
16.3. If you are offended by any Content, you should tell us. After we receive notice of a claim or complaint we shall investigate so far as we alone decide. We shall remove the offending Content while our investigation takes place. If we judge that your complaint is without basis, we may reinstate the Content about which you have complained after the investigation has concluded.
16.4. In respect of any complaint made by you or any person on your behalf, you now irrevocably grant to us a licence to publish the complaint and all ensuing correspondence and communication without limit.
16.5. You now agree that if any complaint is made by you frivolously or vexatiously you will repay us the cost of our investigation including legal fees, if any.
17. Intellectual Property
17.1. We will defend our rights in all our Intellectual Property, including the rights in our Service, and our copyright in the Content of our Website whether provided by us or by any other party.
17.2. You may not use our name, logos or trademarks or any other Content on any website of yours or that of any other person.
17.3. You agree that at all times that you will:
17.3.1 not do anything which does or might reduce the value of our Intellectual Property or challenge our ownership of it;
17.3.2 notify us of any suspected infringement of our Intellectual Property; and
17.3.3 without our express permission, not to:
17.3.3.1 copy or replicate it for use by any other person in any way not intended by us;
17.3.3.2 make any change to it or any part of it;
17.3.3.3 publish or store it on any website or cloud storage service, or otherwise allow any other person access to it;
17.3.3.4 create derivative works from it;
17.3.3.5 use it in any way in which it is not intended to be used; and
17.3.3.6 not to use it except directly in our interest.
18. Indemnity
18.1. You agree to indemnify us against all costs, claims and expense arising directly or indirectly from:
18.1.1 your failure to comply with the law of any country;
18.1.2 your breach of this agreement;
18.1.3 any act, neglect or default of yours or by any agent, employee, licensee or customer of yours or by your use of any Service;
18.1.4 a contractual claim arising from your use of any Service; and
18.1.5 a breach of the intellectual property rights of any person.
18.2. You agree that the cost of our management and technical time is properly recoverable and can reasonably be valued at £100 per hour without further proof.
19. Disclaimers and limitation of liability
19.1. This paragraph (and any other paragraph which excludes or restricts our liability) applies to our directors, officers, employees, subcontractors, agents and affiliated companies (who may enforce this provision under the Contracts (Rights of Third Parties) Act 1999) as well as to us.
19.2. To the fullest extent permissible under applicable law, we disclaim any and all warranties of any kind, whether express or implied, in relation to our Service and any other we make available to you. This does not affect your statutory rights as a Consumer, nor does it affect your agreement cancellation rights.
19.3. If in any jurisdiction an implied condition, warrant or term cannot be excluded, then this sub paragraph shall be deemed to be reduced in effect, only to the extent necessary to release that specific condition, warranty or term.
19.4. We use our reasonable endeavours to confirm the accuracy of any information we place on our Website, or provide as part of our Service. We make no warranties, whether express or implied in relation to its accuracy or completeness.
19.5. We disclaim any obligation or liability to you arising directly or indirectly from information you take from our Website, or through our Service.
19.6. Our Website may include content posted by third parties, including advertisements. We are not responsible for any such content. If you come across any content that offends you, please tell us.
19.7. Our Website may contain links to other websites over which we have no control of the nature, the content and the availability.
19.8. You acknowledge and agree that we shall not be liable in any way for the content of any such linked website, nor for any loss or damage arising from your use of any such website or from your buying goods or services via such a website.
19.9. The inclusion of any links on this website does not necessarily imply a recommendation or endorse the views expressed on those to which we link.
19.10. This website is provided ‘as is’ and ‘as available’ without any representation made. We make no warranty as its usefulness to you, its satisfactory quality, its fitness for any purpose, the availability of any function of the website, the compatibility with your devices or software, privacy of any transmission, or security of use.
19.11. We aim to maintain access to our Website, but from time to time it may be necessary for us to suspend all or part of our service for repairs, maintenance or other good reasons. We may do so without telling you first.
19.12. You acknowledge that access to our website may also be interrupted for many reasons beyond our control.
19.13. Accordingly, we make no warranty that our Website will meet your requirements or that your use of it will be uninterrupted, timely or error-free.
19.14. Nor do we make any warranty that we will correct defects and errors, nor that the website or the server on which it is hosted are free of viruses or bugs.
19.15. We will not be responsible or liable to you for any loss, foreseeable or not, arising from any interruption of the availability of our Website.
19.16. We shall not be liable to you in contract, tort (including, without limitation, negligence), pre-contract or other representations (other than fraudulent or negligent misrepresentations) for any loss or expense arising out of or in connection with your use of this website, which is a special, indirect or consequential loss, or an economic loss or other loss of turnover, profits, contracts, business or goodwill.
This applies whether in an action of contract, negligence or otherwise, even if such loss was reasonably foreseeable or we knew you might incur it.
19.17. We assume no responsibility for the deletion or failure to store files, messages or other data and you accept that we cannot be liable to you for any such deletion or failure to deliver to you such data.
19.18. We maintain reasonable procedures for general backup of data for our own purposes but we give no warranty that your data will be saved or backed up in any particular circumstances unless we have made specific contractual arrangements with you in writing.
19.19. Except where otherwise set out, our total liability to you, however it arises, shall not exceed the fee payable to us. This applies whether your case is based on contract, tort or any other basis in law..
19.20. No term of our agreement with you shall exclude or limit our liability for death or personal injury resulting from our negligence or that of our agents or employees.
20. Miscellaneous matters
20.1. If any term or provision of this agreement is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.
20.2. The rights and obligations of the parties set out in this agreement shall pass to any permitted successor in title.
20.3. Any obligation in this agreement intended to continue to have effect after termination or completion shall so continue.
20.4. No failure or delay by any party to exercise any right, power or remedy will operate as a waiver of it nor indicate any intention to reduce that or any other right in the future.
20.5. Any communication to be served on either party by the other shall be delivered by hand, sent by a recorded delivery postal service or by email. It shall be deemed to have been delivered: on the day of delivery if delivered by hand, or within 72 hours of posting if delivered by recorded post, or when an email message confirming receipt is sent if sent by email.
20.6. In the event of a dispute, you agree to undertake to attempt to settle the dispute by engaging in good faith with the other in a process of mediation before commencing arbitration or litigation.
20.7. No party to this agreement shall be liable for any failure or delay in performance of this agreement that is caused by circumstances beyond their reasonable control.
20.8. In the event of any conflict between any term of this agreement and the provisions of the articles of a limited company or any comparable document intended to regulate any other corporate or collective body, then the terms of this agreement shall prevail.
20.9. This agreement does not give any right to any third party under the Contracts (Rights of Third Parties) Act 1999 or otherwise, except that any provision in this agreement which excludes or restricts the liability of our directors, officers, employees, subcontractors, agents and affiliated companies, may be enforced under that Act.
20.10. The validity, construction and performance of this agreement shall be governed by the laws of England and Wales and you agree that any dispute arising from it shall be litigated only in England and Wales.