Terms & Conditions of Service
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING OUR SERVICE
General Information
1.1 What these terms cover. These are the terms and conditions on which we supply
services to you. These terms and conditions apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing.
1.2 Why you should read them. Please read these terms carefully before you provide your payment details or engage with our service. These terms tell you who we are, how we will provide services to you, how you and we may change or end the contract, what to do if there is a problem, and other important information.
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1.3 "You" means the individual(s) submitting information to us via online form (including but not limited to web chat, web spreadsheet, and web word processor), email, post, or by phone; and the company that you purport to represent when submitting information to us.
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1.4 "Your application" and "The registration" mean the details provided by you about the company you purport to represent, including incomplete, inaccurate, unauthorised, and cancelled applications. These details may be provided by web chat, web spreadsheet, web word processor, or other means; before or after placing an order. The service operates on the chat.aiaccountant.uk subdomain.
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1.5 "Registering" means you have started your application (including but not limited to giving us payment details or starting a chat with our AI robot). Unless stated otherwise, registering includes incomplete, inaccurate, unauthorised, and cancelled applications.
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1.6 "Ordering" occurs after you have started your application, and means you have requested that we generate a report based on your application.
Information About Us and How to Contact Us
2.1 Who we are. We are Nelson Handley Associates Limited a company registered in England and Wales. Our company registration number is 10636419 and our registered office is at 10 Market Square, Lower Heyford, Oxfordshire, OX25 5NY.
2.2 How to contact us. You can contact us by writing to us at 10 Market Square, Lower Heyford, Oxfordshire, OX25 5NY; or by email at eric@nhal.uk.
2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us.
2.4 “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
Our Contract with You
3.1 By ordering a report, you are effectively placing an order for our services. Your request for a report is an offer by you to buy our services subject to these terms.
3.2 By ordering a report, you warrant that you are an authorised representative of the company referenced in your application, and have obtained the express consent of the company to use our Services. You agree to indemnify us and hold us harmless for any actions, claims, demands, costs (including reasonable legal costs), expenses, losses, damages or liabilities of any kind that we incur as a result of or in connection with your failure to obtain such consent.
3.3 Our acceptance of your order will take place when the report is generated and is made available, at which point a contract will come into existence between you and us.
3.4 During registration you will have the ability to create an account with your email address and a password. We will only discuss our service with you via this email address, or via other contact details provided by this email address.
3.5 We do not provide advice on finances, accounts, taxation, or legal implications; nor do we act as an HMRC tax agent. The materials we produce as part of our services represent our understanding of your circumstances, and our understanding of whether your circumstances meet HMRC’s publicly listed eligibility requirements. You are required to exercise caution and apply critical thinking before relying on these materials.
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3.6 At all relevant times, you have an exclusive relationship with HMRC with respect to any R&D tax reliefs you may claim. We are not your agents nor are we agents of HMRC.
Services
4.1 Our services are advertised as being AI-driven. You should have no expectation that a human being will assess your claim or determine whether it appears to meet HMRC’s publicly listed eligibility requirements.
4.2 We will perform the services with reasonable skill and care, in the context of this being an AI-driven service with little to no human intervention. The services are provided solely for the purpose of assisting you in submitting a claim for R&D tax relief.
4.3 You acknowledge that we do not make any representations as to whether you will receive a full or partial tax rebate and that any use of average tax rebate figures provided using our website or in any other documentation or communication provided to you by us is neither an estimate or a guarantee of the tax refund you will specifically receive. We accept no responsibility or liability if your claim is rejected by HMRC for any reason.
4.4 Any advertising or promotional material of any kind that we might issue to you and which is expressly or, by its nature, supplied purely in order to give you an indication of the kind of services that we provide or how we might be able to meet your requirements do not form part of the contract.
4.5 You agree to indemnify us and hold us harmless for any actions, claims, demands, costs (including reasonable legal costs), expenses, losses, damages or liabilities of any kind that we incur as a result of or in connection with the performance of the services for you save for where such loss is caused as a result of our negligence.
4.6 Should HMRC make any enquiries into your claim, we will not be a party to these
communications and responding or dealing with such enquiries will fall outside the scope of the services. We will not be responsible for responding to any enquiries.
Your Obligations
5.1 It is your responsibility to:
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(a) ensure that you are eligible to make a claim and that all information you provide is complete and accurate;
(b) co-operate with us in all matters relating to the services; and
(c) provide us with such information and materials as we may reasonably require in order to supply the services.
5.2 If our ability to perform the services is prevented or delayed by any failure by you to fulfil any obligation listed in these terms and conditions (Default):
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(a) we will be entitled to suspend performance of the services until you remedy your Default, and to rely on Your Default to relieve us from the performance of the services, in each case to the extent Your Default prevents or delays performance of the services;
(b) we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the services; and
(c) it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from your Default.
5.3 We are not responsible for delays outside our control. If our supply of the services is delayed by an event outside our control then we will take steps to minimise the effect of the delay. We will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract.
5.4 What will happen if you do not give the required information to us. We may need certain information from you so that we can supply the services to you. If so, this will have been stated on our website. If you do not give us this information within a reasonable time, or if you give us incomplete or incorrect information, we may end the contract. We will not be responsible for supplying the services late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time.
Your Rights to End the Contract
6.1 You can end the contract immediately if:
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(a) we have told you about an upcoming change to the services or these terms which you do not agree to;
(b) we have told you about an error in the price or description of the services and you do not wish to proceed;
(c) there is a risk that supply of the services may be significantly delayed because of events outside our control; or
(d) we have suspended supply of the services for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 3 months.
6.2 Under the Consumer Contracts Regulations 2013 you may also have a legal right to change your mind within 14 days and cancel the contract. You have 14 days after the day you supply your payment details in order to tell us you have changed your mind and would like to cancel the contract. However, once you have asked and we have generated a bespoke report you cannot change your mind, even if the period is still running.
6.3 Tell us you want to end the contract. To end the contract with us, please let us know by emailing us at eric@nhal.uk. Please provide your name, your company's name, and your email address. We will not accept requests to end the contract in any other way.
Price and Payment
7.1 The price of the services is as listed on the website. Before registering, we ask you to provide payment details. We will not use these details unless and until you order the service from us. If you have not ordered the service within a reasonable period after registering, we will delete your payment details.
7.2 If we encounter problems with your payment details, we will raise an invoice for our charges. Our invoice shall be payable within 14 days of the date of invoice.
7.3 You must pay all amounts due under the contract in full without any set-off,
counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
7.4 If you fail to make a payment under the contract by the due date, then, without limiting any other rights or remedies available to us, you will have to pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this Clause will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
7.5 Prices set out on our website may be updated at our discretion.
Acceptable Use
8.1 Under normal use, there is no limit to the number of times you may ask the AI to rewrite sections of the report, and there is no limit to the number of times the Form CT600L can be calculated and printed to PDF. However, so as to reduce frivolous requests to the AI, we require that new information is provided by a human being with each rewrite request.
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8.2 If we suspect that Clause 8.1 is being breached, we will launch an investigation. If our investigation confirms our suspicions, we reserve the right to end the contract and not refund the fee paid. This decision is at our sole discretion and no correspondence will be entered into.
Our Responsibility for Loss or Damage
Suffered by You
9.1 Nothing in these terms and conditions shall exclude or limit our liability for death or personal injury caused by our staff or supplier's negligence or for fraud. Subject to this, we cannot accept any responsibility for:
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(a) any damage, loss, injury or disappointment suffered by using the services;
(b) any problems or technical malfunction of any telephone network or lines, computer online systems, servers, providers, computer equipment, software, or failure of any email to be received on account of technical problems or traffic congestion on the Internet, telephone lines or at any web site, or any combination thereof, including any injury or damage to anyone's computer, mobile, or other device.
9.2 We are not liable to you under any of the following circumstances where:
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(a) you breach any of these terms and conditions for whatever reason;
(b) you have provided false information;
(c) no Refund is obtained, or for the amount of Refund received;
(d) you have already claimed a Refund;
(e) your claim is not completed in the estimated timescales;
(f) HMRC have different information on their system to that you have provided to us;
(g) you owe money to HMRC or any other authority for underpayment of tax or any other reason; or any penalties that are applied by HMRC or any other authority.
9.3 If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill up to double the amount of the Fee, but we are not responsible for any loss or damage that is not foreseeable.
Intellectual Property Rights
10.1 You retain the intellectual property rights relating to the potential R&D projects you discuss as part of this service. For the avoidance of doubt, if during a conversation you come up with a new idea, you own that idea.
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10.2 All other intellectual property rights in the services shall be owned by us, including but not limited to the prompts given to our AI robot.
10.3 We grant you, a fully paid-up, worldwide, non-exclusive, royalty-free licence during the term of our contract to use any materials we provide for you for the purpose of receiving and using the services.
10.4 You grant us a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials provided by you for the term of our contract for the purpose of providing the services.
How We May Use Your Personal Information
11. We will only use your personal information as set out in our Privacy Policy.
Other Important Terms
12.1 We may sub-contract or transfer our rights and obligations under these terms to another organisation. Please refer to our Privacy Policy for details of other organisations that we work with. We will ensure that the transfer will not affect your rights under the contract.
12.2 You cannot transfer your rights or your obligations under these terms to another person.
12.3 This contract is between you and us. No other person shall have any rights to enforce any of its terms.
12.4 Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
12.5 If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
12.6 These terms are governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.
Changes to These Terms
From time to time we may review our Terms and Conditions of Service to check that they accurately reflect our services. You should check this page regularly to see the most up to date information. For the avoidance of doubt, the terms that apply to your contract will be the terms in force at the time you order the service.
These Terms and Conditions of Service were last updated 10th August 2023.