The following "General Terms and Conditions of Engagement" apply to contracts between tax consultants, tax agents and tax consulting companies (hereinafter referred to as "tax consultants" or "contractors") and their clients, unless otherwise expressly agreed in writing or required by law.

 

1. Scope and execution of the assignment

(1) The scope of the services to be provided by the tax consultant is determined by the order placed. The assignment is carried out in accordance with the principles of proper professional practice in compliance with the relevant professional standards and professional obligations (StBerG, BOStB).

(2) The tax advisor must be given complete and necessary documents and clarifications. The examination of the correctness, completeness and compliance of the documents and figures handed over, the accounting and balance sheet, is only part of the order if this has been agreed in writing.

(3) The tax advisor will take the facts stated by the client, in particular figures, as correct. If he finds obvious inaccuracies, he is obliged to point them out.

(4) The order does not constitute a power of attorney for representation before authorities, courts, and other bodies. It shall be issued separately. If, due to the absence of the client, it is not possible to agree with the client on the filing of appeals or legal remedy, the tax consultant is entitled and obliged to act within the deadline in case of doubt.

 

2. Duty of confidentiality

(1) In accordance with the law, the tax consultant is obliged to maintain secrecy about all facts that come to his knowledge in connection with the execution of the assignment, unless the client releases him from this obligation in writing. The duty of confidentiality shall continue to exist even after termination of the contractual relationship. The duty of confidentiality also applies to the same extent to the employees of the tax consultant.

(2) The duty of confidentiality does not exist if the disclosure is necessary to protect the legitimate interests of the tax consultant. The tax consultant is also released from the duty of confidentiality to the extent that he is obliged to provide information and cooperation in accordance with the insurance conditions of his professional liability insurance.

(3)  Statutory rights to information and refusal to testify according to § 102 AO, § 53 StPO, § 383 ZPO remain unaffected.

(4) The tax consultant is entitled to collect personal data of the client and his employees.

within the scope of the orders placed by machine and processed in an automated file or transferred to a service data center for further order data processing.

(5) The tax consultant may only hand over reports, expert opinions, and other written statements about the results of his work to third parties with the consent of the client. In addition, there is no

Duty of confidentiality, insofar as this is necessary to carry out a certification audit in the tax consultant's office and the persons working in this respect have in turn been informed of their duty of confidentiality. The client agrees that the certifier/auditor may inspect his reference file filed and kept by the tax consultant.

(6) When sending or transmitting records, documents, work results etc. on paper or in electronic form to observe the confidentiality obligation. For its part, the client shall ensure that he, as the recipient, also observes all security measures to ensure that the papers or files forwarded to him are only sent to the competent authorities. This applies to fax and e-mail traffic. The appropriate technical and organizational measures must be taken to protect the documents and files provided. Should special precautions have to be taken that go beyond the normal level, a corresponding written agreement must be made on the observance of additional security-relevant measures, whether encryption must be carried out in e-mail traffic.

 

3. Involvement of third parties

(1) The tax consultant is entitled to use employees, expert third parties and data processing companies to carry out the order. When engaging expert third parties and data processing companies, the tax advisor must ensure that they undertake to maintain secrecy in accordance with No. 2 (1).

(2) The tax consultant is entitled to allow general representatives (§ 69 StBerG) and practice trustees (§ 71 StBerG) to inspect the reference files in sense of § 66 para. 2 StBerG.

(3) The tax consultant is entitled to appoint a data protection officer in fulfilment of his obligations under the Federal Data Protection Act. If the data protection officer is not already subject to the duty of confidentiality according to No. 2 para. 1, p. 3, the tax consultant must ensure that the data protection officer undertakes to maintain data secrecy when taking up his or her duties.

 

4. Defects

(1) The client is entitled to remedy any defects. The tax advisor must be given the opportunity to rectify the situation. The client has the right - if and to the extent that the mandate is a service contract within the meaning of §§ 611, 675 BGB - to refuse the rectification by the tax consultant if the mandate is terminated by the client and the defect is only discovered after effective termination of the mandate by another tax advisor.

(2) If the tax consultant does not remedy the asserted defects within a reasonable period or refuses to remedy the defects, the client may have the defects remedied by another tax advisor at the expense of the tax advisor or, at his discretion, demand a reduction in the remuneration or cancellation of the contract.

(3) Obvious inaccuracies (e.g., spelling errors, calculation errors) can be corrected by the tax consultant at any time, also vis-à-vis third parties. Other deficiencies may be corrected by the tax consultant to third parties with the consent of the client. Consent is not required if the legitimate interests of the tax advisor take precedence over the interests of the client.

 

5. Liability

(1) The tax consultant is liable for his own fault as well as for the fault of his vicarious agents.

(2) The client's claim for compensation for damage caused by negligence arising from the contractual relationship between him and the contractor is limited to € 1,000,000.00 (i.e., four times the amount of the minimum sum insured of € 250,000.00).

(3) Insofar as this is to be deviated from in individual cases, if liability is to be limited to an amount less than that specified in paragraph 2, a written agreement is required, which must be drawn up separately and handed over to the client together with these General Terms and Conditions of Contract upon conclusion of the contract.

(4) Insofar as a claim for damages by the client is not subject to a shorter limitation period by operation of law, it shall become statute-barred:

  (a) in three years from the date on which the claim arose and the client becomes aware of the circumstances giving rise to the claim and the person of the debtor or should have become aware of them without gross negligence,

  (b) regardless of the knowledge or grossly negligent ignorance, in five years from its occurrence and

  (c) regardless of its occurrence and the knowledge or grossly negligent ignorance in ten years of the commission of the act, the breach of duty or the other event triggering the damage.

(5) The provisions made in paragraphs 1 to 4 shall also apply to persons other than the client, insofar as contractual or non-contractual relationships have also been established between the tax consultant and these persons in individual cases.

(6) Excluded from the limitations of liability are liability claims for damages resulting from injury to life, limb or health.

(7) No liability is assumed for the software provided, currently AGENDA Software from Rosenheim. Any deficiencies must be clarified directly with AGENDA Software from Rosenheim. Likewise, the contractor shall not be liable for any other software used.

 

6. obligations of the client; Failure to cooperate and default of acceptance by the client.

(1) The client is obliged to cooperate insofar as it is necessary for the proper completion of the order. In particular, he must hand over to the tax advisor all documents necessary for the execution of the assignment in full and in good time so that the tax advisor has a reasonable processing time at his disposal. The same applies to the provision of information on all processes and circumstances which may be important for the execution of the order. The client is obliged. to take note of all written and verbal communications from the tax advisor and to consult in case of doubt. This applies to working deadlines in the ordinary course of business. Failure to issue a contractually agreed SEPA direct debit mandate shall be deemed to be a failure to cooperate.

(2) To keeping payroll accounts and special records, the client must provide the tax consultant with copies of the signed contracts of the employees at the beginning of the mandate and at the time of the respective new entry or amendment of the employment contract, in addition to hourly records, vacation and sick days, flexitime and other times relevant to absenteeism or accounting. If the client fails to transmit the contracts, billing-relevant documents and records in good time, the contractor may refuse the settlement if the special records have not been made up for by the settlement of the following month after a reminder by the tax consultant. If the tax advisor refuses to settle the accounts or if the tax advisor nevertheless settles, the consequences of any incomplete records in the payroll account of the client's employees and the associated incomplete and possible incorrect billing and evidence shall not be borne by the tax advisor. The tax advisor is then exempt from any liability.

(3) The client must refrain from doing anything that could impair the independence of the tax advisor or his vicarious agents. The client undertakes to pass on the results of the work of the tax consultant only with the latter's written consent, unless the consent to pass on to a specific third party already results from the content of the order.

(4) If the tax consultant uses data processing programs on the client's premises, the client is obliged to comply with the tax consultant's instructions for the installation and use of the programs. Furthermore, the client is obliged and entitled to reproduce the programs only to the extent prescribed by the tax consultant. The contracting authority may not distribute the programmes. The tax consultant remains the owner of the rights of use. The client must refrain from doing anything that prevents the tax consultant from exercising the rights of use to the programs.

(5) If the client fails to cooperate in accordance with No. 6 (1) to (4) or otherwise, or if he is in default with the acceptance of the service offered by the tax consultant, the tax consultant is entitled to set a reasonable deadline with the declaration that he refuses to continue the contract after the deadline has expired. After unsuccessful expiry of the deadline, the tax consultant may terminate the contract without notice (cf. No. 8 para. 3). The tax consultant's claim for reimbursement of the additional expenses incurred by him because of the delay or the failure to cooperate of the client as well as the damage caused remains unaffected, even if the tax consultant does not make use of the right of termination.

(6) If the client fails to cooperate in accordance with No. 6 para. 1 to 4 or otherwise or if he is in default with the acceptance of the service offered by the tax consultant, the tax consultant is entitled, insofar as a lump-sum remuneration agreement has been made, to reimburse the additional expenses incurred by him as a result of the delay, incomplete, delayed or omitted cooperation of the client separately vis-à-vis the client in accordance with the Tax Consultant Fees Ordinance or, in all other cases, in accordance with the law and contractual remuneration agreements, as well as the damage caused, even if the tax consultant does not make use of the right of termination.

 

7. Assessment of remuneration, advance payment

(1) The remuneration (fees and reimbursement of expenses) of the tax consultant for his professional activity according to § 33 StBerG is calculated according to the Fee Ordinance for Tax Consultants, Tax Agents, and Tax Consulting Companies, unless an agreement on a higher remuneration has been made in accordance with § 4 StBGebV. A higher or lower fee than the statutory remuneration can be agreed between the tax advisor and the client. If no deviating agreement is made between the client and the tax consultant, the remuneration of the tax consultant is generally calculated according to the medium fee of the StBVV or RVG.

(2) The client receives an invoice in digital form or in PDF format. In accordance with § 9 (1) S 2 2nd Alt StBVV, the client agrees that the invoice will be issued exclusively in text form.

(3) For activities that are not regulated in the Fee Ordinance (e.g., § 57 para. 3 nos. 2 and 3 StBerG), the agreed remuneration applies, otherwise the statutory remuneration provided for this activity, otherwise the usual remuneration (§ 612 para. 2 and § 632 para. 2 BGB).

(4) A set-off against a claim for remuneration by the tax consultant is only permitted with undisputed or legally established claims.

(5) For fees and expenses that have already been incurred and are expected to be incurred, the tax advisor may demand an advance. If the requested advance is not paid, the tax advisor may, after prior notice, cease further work for the client until the advance is received. The tax consultant is obliged to inform the client in good time of his intention to discontinue the activity if the client may suffer disadvantages from a cessation of the activity.

(6) A higher or lower fee than the statutory remuneration can be agreed between the tax advisor and the client.

(7) When using data processing programs, the service components individual by the client shall be billed to the client at least once a year after billing by the provider of the data processing programs.

(8) The client grants the contractor a SEPA direct debit mandate as contractually agreed. If the client is in default with the issuance or if the SEPA mandate becomes invalid regardless of the law, invoices without a valid SEPA mandate will be subject to a surcharge of EUR 12.00 per invoice. The costs of chargebacks will be invoiced additionally. In the event of two unsuccessful SEPA direct debits, the consultant will only act against advance payment. In the case of any flat-rate fee arrangements over several months, the amounts still outstanding from the outstanding periods are to be paid in one amount in advance.

 

8.Termination of the Agreement

(1) The contract ends by fulfillment of the agreed services, by expiry of the agreed term or by termination. The contract does not end by death, by the occurrence of the client's legal incapacity or, in the case of a company, by its dissolution.

(2) If and to the extent that it constitutes a service contract within the meaning of §§ 611, 675 BGB, the contract may be terminated extraordinarily by either contracting party in accordance with § 627 BGB; the termination must be made in writing. Insofar as this is to be deviated from in individual cases, a written agreement is required, which must be drawn up separately and handed over to the client.

(3) In the event of termination of the contract by the tax consultant, in order to avoid loss of rights on the part of the client, those actions must still be taken in any case that are reasonable and cannot be postponed (e.g., application for an extension of the deadline in the event of imminent expiry of the deadline). The tax consultant is also liable for these actions in accordance with No. 5.

(4) The tax consultant is obliged to surrender to the client everything that he receives or has received for the execution of the assignment and that he obtains from the agency. In addition, the tax advisor is obliged to provide the client with the necessary information, to provide information on the status of the matter upon request and to give an account.

(5) Upon termination of the contract, the client must immediately surrender to the tax consultant the data processing programs used by him for the execution of the order, including copies made and other program documents, or delete them from the hard disk. The client must confirm the deletion in writing. The contractor may request an inspection by an expert third party, if necessary. If it is found during the inspection that the client had not carried out the deletion, he shall bear the costs of the inspection.

(6) If the client uses the data processing program of the tax consultant for the data exchange of information and evaluations and the client receives regular and recurring documents and evaluations via this data exchange, the client must ensure compliance with the statutory retention obligations. The tax consultant is then no longer obliged to keep documents and evaluations that have already been transmitted electronically after the end of the client relationship.

(7) After termination of the client relationship, the documents are to be collected by the contractor at the expense of the client.

 

9. Entitlement to remuneration in the event of premature termination of the contract

If the assignment ends before it has been fully executed, the tax consultant's claim to remuneration shall be governed by law. Insofar as this is to be deviated from in individual cases, a written agreement is required, which must be drawn up separately and handed over to the client.

 

10. Storage, surrender and right of retention of work results and documents.

(1) The tax advisor must keep the reference files for a period of ten years after completion of the assignment. However, this obligation expires before the end of this period if the tax advisor has requested the client in writing to receive the reference files and the client has not complied with this request within six months of receiving them.

(2) The reference files within the meaning of this provision include all documents that the tax consultant has received from or on behalf of the client during his professional activity. However, this does not apply to the correspondence between the tax consultant and his client and to the documents that the latter has already received in the original or copy, as well as to the working papers prepared for internal purposes.

(3) At the request of the client, at the latest after completion of the assignment, the tax consultant must hand over the reference files to the client within a reasonable period. The tax advisor may photocopies of documents that he returns to the client and retain them.

(4) The tax consultant may refuse to hand over the results of his work and the reference files until he is satisfied with his fees and expenses. This does not apply if the retention would violate good faith under the circumstances, due to the relatively negligible nature of the amounts owed. Until defects asserted by the client in good time have been remedied, the client is entitled to withhold a reasonable part of the remuneration.

 

(11) Applicable law and place of performance

(1) Only German law shall apply to the order, its execution and the claims arising therefrom.

(2) The place of performance is the place of residence of the client, if he is not a merchant within the meaning of the German Commercial Code (HGB), otherwise the registered office of the tax consultant.

 

12. effectiveness in the event of partial nullity; Changes and additions

(1) Should individually provisions of these terms and conditions of order be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a valid provision that comes as close as possible to the intended goal.

(2) Changes and additions to these terms and conditions of order must be made in writing.

 

 

As of January 2024