Terms and Conditions
QPS Accountants BV – General Terms and Conditions
Last updated 2020.12.02
The present Terms and Conditions apply to all assignments accomplished as well as to all invoices issued by QPS Accountants BV, unless explicitly agreed otherwise.
Article 1. – Obligations of the client
The client undertakes to:
- Provide the practitioner, accurately and promptly, with all necessary information and documents required for the accomplishment of the assignment;
- Perform the activities which he might be required to perform under the letter of engagement;
- Inform the practitioner of any fact, event or development likely to influence the accomplishment of the assignment;
- Confirm the accuracy and completeness of the documents, information and explanation provided by the practitioner in writing, whenever he is requested to do so;
- Check whether the documents and statements provided by the practitioner meet his expectations and the information provided by him and, if this is not the case, to immediately inform the practitioner thereof.
The client undertakes to inform the practitioner of any default in payment after his first default in payment to any tax or social administration or other creditor.
If the client fails to do so, the practitioner will be exempt from any liability for the failure to respect deadlines imposed by laws, regulations and agreements for the fulfilment of any tax, social and other obligations incumbent on him due to the fulfilment of his assignment.
The failure by the client to respect the deadlines is sufficient reason for the professional to be exempt from his obligations without any other formalities.
Under penalty of damages, the client is bound to refuse any personal collaboration of the practitioner’s employees. He commits to not employ any employee of the practitioner within a period of five years as of the date of termination of the employment contract between the employee and the practitioner for any reason whatsoever.
Article 2. – Rights and obligations of the practitioner
The practitioner shall complete the tasks assigned to him fully independently, with dignity, probity and in a conscientious, loyal and discrete manner.
The practitioner is not obliged to check the accuracy and completeness of the amounts submitted to him by the client or one of his agents/representatives, nor to check the reliability of documents, contracts, inventories, invoices and probative documents of any kind that are entrusted to him or provided by the client as irrefutable evidence of documents that serve as irrefutable evidence.
Except with regard to the statutory deadlines described in Article 1, which apply to the client, the obligation assumed by the practitioner in relation to his client is a best-efforts obligation.
Article 3. - Liability
The practitioner is liable only for the application of regulations, statutory and administrative practices and doctrine and jurisprudence in force at the time of the accomplishment of the assignment, and on the express condition that the client respects the deadlines stipulated in Article 1.
The liability of the practitioner is limited to the amounts and cover listed in the professional liability insurance policy concluded by the practitioner, plus any excess to be borne by the practitioner under the insurance cover.
If for any reason whatsoever the liability insurance company would not proceed to reimbursement, all liability shall be limited to one time the amount of the fee invoiced for the accomplishment of the specific assignment. If a recurrent assignment is concerned, this coefficient shall be applied to the amount of the fees that have been invoiced to the client during the twelve months preceding the damages, either from the start of the accomplishment of the assignment if this period is shorter than one year.
These restrictions shall also apply to all and any claims arising from the accomplishment of the assignment that would be raised against all persons, partners, administrators, directors and/or self-employed workers, who would have the capacity of insured person in the sense of such insurance policy.
They shall not apply when the liability results from an error committed with fraudulent intent or with malicious intent. As a consequence, this restriction shall be explicitly applicable to all and any liability resulting from all other errors for which the practitioner, his partners, administrators, directors and/or self-employed workers would be liable.
Should be determined that two or more damage cases result from one and the same error, these damages cases shall be considered as one single liability case and therefore the liability shall be limited to the highest amount of the sums that apply to the assignments or the agreements.
Unless otherwise provided by law, the damage resulting from (a) a loss of profits, goodwill, trade opportunities or expected savings or advantages, (b) the loss of or the damage to data, or (c) indirect loss or damage shall in no way give rise to compensation.
Article 4. – Professional secrecy and anti-money laundering legislation
The practitioner and his representatives or employees agree to respect the professional secrecy in the context of the assignments entrusted to them.
The client acknowledges that he is aware that the professional is subject to legislation preventing use of the financial system for purposes of money laundering and terrorist financing and agrees to provide him, without delay, with any information and/or documents required within the framework of such legislation.
Article 5. – Data protection
The personal data provided by the client to the practitioner, shall be processed by QPS Accountants BV, with registered office at 3500 Hasselt, Prins Bisschopssingel 34A.
They shall be processed and treated in accordance with the provisions of the EU-Regulation on the protection of natural persons with regard to the processing of personal data and on the free movement of such data of 2016, May 24 (General Data Protection Regulation or ‘GDPR’). The practitioner shall process the personal data only for the purposes for which they are collected, i.e., the provision of the services as set forth in article 1 of the letter of engagement.
Article 6. - Fees
The fees shall be adjusted on an annual basis to the consumer prices index/health index/ABEX-index according to the following formula:
New rate = old rate x new index
The base index will be the index of the month preceding the date of undersigning of the letter of engagement.
The first indexation shall take place on January 1 following the year of undersigning of the present letter of engagement.
6.2. Term, period and method of payment and determination of the fees
The fees must be paid within 30 calendar days with effect from the date when the invoice was sent, by transfer to the bank account of the practitioner IBAN: BE17 7512 0065 2321 – BIC AXABBE22.
Unless agreed otherwise in writing between parties, the services provided to the client by the practitioner beyond the scope of the above-described assignment or any unforeseen additional time spent to accomplishment of the assignment, which is not imputable to the practitioner, shall always be invoiced to the client on the basis of the hourly rates listed in the hourly rates table which is included as annex to the letter of engagement, regardless of the agreed fixed rate.
For the calculation of the rates listed in the attached table, it has been assumed that all information required for the accomplishment of the assignment shall be provided timely by the client and that such information is complete, accurate and structured – as required from the client in executing his own obligations.
Should the client fail to comply with his obligations and should this failure persist after the client has received a formal notice of default by mail either by ordinary letter requiring him to remedy his failure, the practitioner may judge that accomplishment of the assignment has become impossible, in which case he has the right to terminate the agreement at the client’s expenses.
6.3. In case of default of payment or contestation
With effect from the pay that follows expiry of the payment period of 30 days, all uncontested and unpaid sums shall be subject, ipso jure and without prior notice, to the statutory interests in accordance with the Law of 2 August 2002 on combating the late payment in commercial transactions until the fees invoice is paid in full.
In addition to that, a fixed compensation of 10% of the amount of the fees invoice with a minimum of € 75 shall be payable. The said fixed compensation may be increased, if appropriate, ipso jure and without prior notice, with the addition of compensation for any other recovery costs incurred, including procedural compensation, in compliance with the provisions of the Judicial Code.
In the event of non-payment of the amounts owed, the practitioner reserves the right to suspend his services within 15 days of sending a registered warning letter until the debt is paid in full.
Partial payments shall in the first instance be allocated to the payment of interest, indemnification compensation and any costs, and only thereafter to the outstanding invoice.
Any complaints or contestations regarding fees and/or expense claims, the modalities and the method of execution of the entrusted assignments must be duly substantiated and must be sent in writing to the professional by registered letter; the said complaints or contestations must reach QPS Accountants BV with a period of 30 calendar days with effect from the date when the fees invoice was sent. Any other form of complaint/contestation or any complaint/contestation filed after this period has elapsed shall be considered late and unfounded and the total amount shall be indisputably due. Any unsubstantiated complaint/contestation shall always be considered unfounded.
Failure to pay a single fees invoice issued by QPS Accountants BV on its due date renders all invoices previously issued by QPS Accountants BV payable, including those for which a payment term was allowed. The non-payment of a fees invoice shall also result in the revocation of all payment facilities and render the balance due on all the invoices immediately payable in full.
If the solvency or the creditworthiness of the client is jeopardised and in the event of delayed payment of the fees invoices, the client agrees that possible other fees invoices still to be issued will become immediately payable and may be issued. Should QPS Accountants BV incur any costs associated to the recovery of its outstanding fees invoices, such as legal or administrative costs, the client agrees that such costs may be charged to the client in addition to the total amount due with a maximum of 5,000.00 EUR and provided that QPS Accountants BV can produce proof of these costs. All amounts invoiced remained acquired for QPS Accountants BV.
Article 7. – Adaptation of the assignment
If the client wants to entrust the practitioner with other assignments in addition to the assignment described in article 1 of the letter of engagement, the client shall inform the practitioner in writing.
In the absence of a new letter of engagement, the hours of work dedicated to these additional assignments and/or the unforeseen additional hours of work spent on the accomplishment of the assignment as described in article 1 of the letter of engagement shall be charged in accordance with the applicable hourly rate.
Article 8. – Place of accomplishment of the assignment
The documents, books and records may be moved. The practitioner may keep them for the time needed to accomplish his assignment(s). The client shall at all times have the right to access and consult them, either in person either through his agent(s) or representative(s) holding a proxy/power of attorney in writing, provided that these documents, books and records are the property of the client.
Article 9. – Retention of the documents
The client shall be responsible for retaining the accounting documents, books and records transmitted to him by the practitioner during the legal and regulatory retention period.
Article 10. – Settlement of disputes and competent courts
The client and the practitioner must always inform the other party of any grievances in writing in order to attempt to reach an amicable solution.
The agreements concluded by QPS Accountants BV are governed by Belgian law.
As a consequence, all disputes related to the interpretation or the execution of the present agreement, for which no amicable solution can be reached, shall be subject to the exclusive jurisdiction of the Courts of Antwerp, Division Hasselt.