Standard Terms and Conditions / Terms of Engagement
The full standard terms and conditions are set out below.
One-page summary – summary of key terms
Full standard terms and conditions / terms of engagement
Effective date: 5 July 2026
1. About us
1.1 Nicholas & Walters Limited (“we”, “us”, “our”, “the Firm”) provides accountancy, taxation and business advisory services.
1.2 Nicholas & Walters is the trading name of Nicholas & Walters Ltd.
1.3 We are regulated by the Institute of Chartered Accountants in England and Wales and comply with applicable professional and ethical standards.
1.4 We do not carry out statutory audit work and do not provide audit assurance.
2. Application of these terms
2.1 These terms apply to all work we undertake for you unless we agree otherwise in writing.
2.2 By instructing us, whether by email, telephone, portal, in writing or otherwise, you agree to these terms.
2.3 Where we confirm a specific piece of work (for example, by email or portal message), that confirmation forms part of our contract with you, together with these terms.
3. Scope of services
3.1 We will provide general accountancy, taxation or advisory services that we agree to undertake for you.
3.2 Only the services that we agree to provide are included. Should you require any further detail regarding those services, please contact us.
3.3 Work outside the agreed scope (for example, investigations, HMRC enquiries, specialist or transactional advice, valuations, legal advice or regulated financial advice) will be subject to separate agreement and fees.
3.4 We do not provide legal advice, regulated investment advice, insurance advice, or specialist accountancy or tax advice outside the agreed scope of our services. Where you request such services, we may refer you to, or liaise with, an appropriately qualified third party, and any related costs may be recharged to you or invoiced through us where appropriate. Any such advice or service will be the responsibility of that third party, and you agree that you will not hold us liable for any loss, damage, cost or claim arising from, or in connection with, any third-party advice or services.
4. Your responsibilities
4.1 You are responsible for:
4.2 If information is late, incomplete, inaccurate or unclear, this may delay our work, increase our fees and affect our ability to meet deadlines. We will not be responsible for any penalty, interest or loss arising from such delay or deficiency.
5. Our responsibilities
5.1 We will carry out the agreed services with reasonable skill and care.
5.2 Unless we agree otherwise, we may rely on the information you provide and do not verify that information independently. Our work does not constitute an audit or other assurance engagement.
6. Fees, billing and payment
6.1 The Firm aims to be as transparent as possible regarding pricing. Unless agreed otherwise in writing, our fees are charged on a time basis (hourly rates) and reflect the nature of the work, its complexity, urgency, and the skill, responsibility and risk involved. Our current charge-out rates are available upon request.
6.2 Any estimate or indication of fees is not a fixed quote unless expressly stated to be so. If the agreed assumptions change, including scope, timetable, or the quality or timing of records provided, we may revise and increase our fees.
6.3 Additional work, including work caused by incomplete records, corrections, urgent requests, re-submissions, repeated requests for information or records, or matters outside the agreed scope, will be charged separately.
6.4 We may invoice periodically, on completion of work, or at key stages. Invoices are payable within 30 days of issue unless stated otherwise.
6.5 We may suspend work if invoices remain unpaid. For business clients, we may charge statutory interest and recovery costs on overdue sums where applicable.
6.6 Any third-party costs incurred will be in addition to our standard charges. You will be notified before we undertake any third-party transactions on your behalf.
7. Software, cloud systems and Artificial Intelligence
7.1 We may use software, cloud systems, digital tools, search tools and Artificial Intelligence to deliver services efficiently.
7.2 Our fees assume your consent to such use. If you do not consent, we may be unable to act or may need to increase our fees to reflect the loss of efficiency.
7.3 Where services depend on third-party systems, including HMRC, Companies House, bookkeeping software or other digital platforms, we are not responsible for delays, outages, transmission failures or supplier issues outside our reasonable control.
7.4 Where digital record-keeping rules apply, you remain responsible for keeping compliant records unless we agree otherwise. If your systems are incompatible with ours, we may agree an alternative process and charge any additional cost involved.
8. Confidentiality
8.1 We will keep your information confidential except where disclosure is required or permitted by law, regulation, court order, our professional obligations, our insurers or our regulators.
8.2 Our working papers, templates, methodologies and internal documents remain our property.
9. Data protection
9.1 We will process personal data in accordance with UK data protection law and will maintain commercially reasonable administrative, physical and technical safeguards.
9.2 Further information about how we collect, use, store and share personal data, and your rights, is set out in our Privacy Notice at Privacy Policy.
9.3 We may use third-party service providers to help deliver our services. Where personal data is transferred outside the UK, we will do so only where lawful safeguards are in place.
10. Anti-money laundering and identity checks
10.1 We are required to comply with UK anti-money laundering legislation. We may ask for evidence of identity, ownership, source of funds and other information, and may carry out electronic checks.
10.2 Any personal data obtained for anti-money laundering purposes will be processed for that purpose.
10.3 If you do not provide the information we reasonably require, we may be unable to start or continue acting.
11. Companies House filings and identity verification
11.1 Where you instruct us to file documents at Companies House, you must provide the company authentication code, access credentials, authorisations and any other information we reasonably require.
11.2 Where identity verification applies, relevant directors, officers and persons with significant control must complete verification and provide any required identifier before we can act in relation to the filing.
11.3 If the necessary authorisations or verification are not completed, we may suspend or cease filing-related services.
12. Conflicts of interest
12.1 We may act for other clients whose interests compete with yours, provided we can do so consistently with our professional and confidentiality obligations.
12.2 If a conflict arises that we cannot properly manage, we may stop acting for you or require that separate advisers be appointed.
13. Reliance and third parties
13.1 Our advice, reports and other deliverables are prepared solely for your use and benefit in connection with the agreed services.
13.2 To the fullest extent permitted by law, we do not accept or assume responsibility to any third party for our work unless we have expressly agreed in writing that they may do so.
13.3 You must not publish, circulate or otherwise disclose our work to a third party for reliance without our prior written consent.
14. Limitation of liability
14.1 Nothing in these terms limits or excludes liability for fraud, for death or personal injury caused by negligence, or for any other liability that cannot lawfully be limited or excluded.
14.2 Subject to clause 14.1, our total aggregate liability to you, and to any third party whom we expressly agree may rely on our work, arising out of or in connection with our services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed £1,000,000 or 20 times the fee, whichever is lower, unless otherwise agreed in writing.
14.3 We will not be liable for:
14.4 To the extent permitted by law, you agree not to bring any claim personally against our directors, employees or subcontractors in respect of the services we provide to you.
14.5 If you disclose our work to a third party without our consent, or remove or alter any statement restricting reliance, you will indemnify us against any reasonable cost, loss or liability arising from any claim by that third party.
15. Retention of records and documents
15.1 You are responsible for keeping your own records and statutory documents.
15.2 We will retain files and correspondence for such period as we consider appropriate, having regard to legal, regulatory and professional requirements, after which we may securely destroy them. Typical retention periods may be up to six years for companies and may differ for individuals and tax matters.
15.3 Our working papers, templates and internal documents remain our property.
15.4 We may charge reasonable costs for retrieving archived records or providing copies.
16. Lien
16.1 Insofar as we are permitted to do so by law or professional guidelines, we reserve the right to exercise a lien over all funds, documents and records in our possession relating to all engagements for you until all outstanding fees and disbursements are paid in full.
17. Communications
17.1 We may communicate with you by email, telephone, post and secure portal. You are responsible for keeping your contact details up to date.
17.2 Electronic communications carry inherent risks. While we use reasonable security measures, we cannot guarantee that electronic communications will always be secure, uninterrupted or error-free.
18. Complaints
18.1 If you have a complaint, please contact the directors in writing.
18.2 We will investigate your complaint and aim to resolve it promptly.
18.3 If we are unable to resolve your complaint, you may be able to refer it to an Alternative Dispute Resolution (“ADR”) provider in an attempt to reach a resolution. We will provide details of an ADR provider if we cannot resolve your complaint using our internal procedures, although we reserve the right not to use that provider.
18.4 In addition, you may refer the matter to the ICAEW and/or the appropriate regulatory body, depending on the nature of the complaint.
19. Ending our engagement
19.1 Either you or we may end the engagement at any time by written notice.
19.2 You remain liable for all fees and expenses incurred up to the date our engagement ends.
19.3 We may suspend or cease acting immediately if required by law or professional obligations, if anti-money laundering requirements are not met, if you fail to provide necessary information, or if invoices remain unpaid.
19.4 Where appropriate and lawful, we will cooperate with your new adviser upon receipt of your written authority.
20. Consumer cancellation rights
20.1 If you are an individual acting wholly or mainly outside your trade, business or profession, and your engagement with us is entered into at a distance, you may have the right to cancel within 14 days.
20.2 If you ask us to start work during that cancellation period and then cancel, you may be required to pay for the services provided up to the date of cancellation.
21. General
21.1 If any provision of these terms is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
21.2 These terms, our engagement with you, and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
21.3 This shall apply irrespective of your country of residence, domicile, incorporation, business location, or the place from which instructions are given or services are received. All services provided by us, including the preparation of accounts, tax returns and related advice, are provided solely on the basis of the law of England and Wales and not the law of any other jurisdiction.
21.4 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with our engagement or these terms, unless we agree otherwise in writing.
22. Professional indemnity insurance
22.1 In accordance with the disclosure requirements of the Provision of Services Regulations 2009, our professional indemnity insurer is Arch Insurance (UK) Ltd, 4th Floor, 10 Fenchurch Avenue, London, EC3M 5BN.
22.2 The territorial coverage is worldwide, excluding professional business carried out from an office in the United States of America or Canada, their territories or possessions, and excluding any action for a claim brought in any court in the United States of America or Canada, their territories or possessions.