Terms of Service

Revised on: 2nd August 2023

  1. Definitions 

    Contractual Definitions 

    1. “You”, “Your”, “Company name” and clear abbreviations of, “Company”, Companies”, means and refers to Company name
      1. Company name, Company Number Client company reg number, whose registered office is at Registered company address
    1. “Us”, “We”, “Our”, “Nuvem 9 Limited”, “Nuvem9”, and clear abbreviations of, means and refers to Nuvem 9 Limited
      1. Nuvem 9 Limited, Company Number NI622831, whose registered office is at The Mount Business And Conference Centre, 2 Woodstock Link, Belfast, Northern Ireland, BT6 8DD 
    1. “Party”, “Parties” refers to both companies as named in points 1 & 2 in this Contractual Definitions section 

    Work Scope Definitions & Requirements

    • Bookkeeping & bank recollection processing
        1. Definition: Bookkeeping includes bank reconciliation and the allocation of payments to receipts. 
        2. Requirement: We rely on your context definitions to ensure all receipts are categorised correctly during processing and the bank feed in Xero to be active and live. This will usually be done by the use of software (Dext) and email (context/further information). This will be explained in more detail during your onboarding process. 
        3. Requirement: A compliant, reputable, reliable and secure accounts processing software or platform in place (our recommendation is Xero).
    • VAT / VAT return
        1. Definition: VAT applies to companies in the UK whose turnover is over an HMRC-stated threshold, or who have voluntarily registered for VAT. VAT periods can vary, so you must let us know what your VAT period is or any changes made to your VAT registration details.
        2. Requirement: Any transaction eligible for a VAT reclaim or VAT payable must be accompanied by a VAT receipt and addressed to the company in full, along with the VAT number for the company issuing the invoice/receipt.
        3. Requirement: HMRC requires companies to be registered for ‘Making Tax Digital’ for VAT. This also requires HMRC-specified compatible software, for which we use Xero and therefore the Xero subscription must be kept active by you for continued compliance.
        4. Requirement:  A compliant, reliable and secure accounts processing software or platform in place (our recommendation is Xero).
        5. Requirement: All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your VAT return on time for your review and submission to HMRC.
    • Payroll 
        1. Definition: The method of paying all employees and fulfilling employers tax and NI obligations, for all employees working at Company name
        2. Requirement:  All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your VAT return on time for your review and submission to HMRC.
        3. Requirement:  We rely on the information given to us by Company name and/or any HR representative approved by you as to its legal validity and context for things such as holiday calculations, pro-rata pay and any other negotiated terms and / or benefits for employees, as well as new starter and leaver status’s, in order to process full and accurate Payroll.
        4. Requirement:  A compliant, reputable, reliable and secure payroll processing software or platform in place (our recommendation is Xero).
      1. Pension
        1. Definition: A minimum compluslary benefit requirement for eligible employees. Also known as ‘occupational’, ‘company’ or ‘work-based’ pensions.
        2. Definition:  We will process your Company’s pension but not actively manage your pension provider account unless explicitly requested to do so by you in writing.
        3. Requirement:  A compliant, reputable, reliable and secure pension processing software or platform in place (our recommendation is Nest).
        4. Requirement:  We rely on the information given to us by Company name and/or its employees as to its legal validity and context for pension calculations.
        5. Requirement:  All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your pension submissions and enrollments (where applicable).
        6. Requirement: HMRC and your pension provider may contact / communicate with you directly through channels such as hard copy or e-letters, email, SMS messages and phone calls. We, therefore, require all correspondence to be shared with us while we are involved in supporting your pension compliance and processing. 
    • Company Statutory Accounts
        1. Definition: These are a set of financial reports which are prepared at the end of each financial year, reporting on the company’s financial activity and is shared with Directors and all parties of interest (Shareholders, Persons with Significant Control, Beneficial Owners etc). In the UK, all private limited companies are required to prepare statutory accounts and submit these to Companies House and in accordance with the Companies Act 2006.
        2. Definition: The Company accepts and understands that it is ultimately their responsibility as to the accuracy and timely submission of their Statutory Accounts annually.
        3. Requirement:  A compliant, reputable, reliable and secure accounting processing and submission software or platform in place (our recommendation is Xero and we currently use Tax Filer for submissions).
        4. Requirement:  We rely on the information given to us by Company name and/or its employees as to its legal validity and context for preparing the Statutory accounts.
        5. Requirement:  We rely on the accuracy and detail that all other areas of accounting are completed (VAT and other TAX areas, Payroll and Pensions, bookkeeping and categorization and organisation), in order to complete the Statutory Accounts.
        6. Requirement:  All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your Statutory Accounts.
      1. Company Tax Accounts (Company Tax Return)
        1. Definition: The Company Tax Accounts are prepared in accordance with HMRC and in accordance with the Companies Act 2006 and any other legal guidelines and requirements to determine the Corporation Tax the company is liable for.
        2. Definition: The Company accepts and understands that it is ultimately their responsibility as to the accuracy and timely submission of their Company Tax Return annually.
        3. Requirement:  A compliant, reputable, reliable and secure accounting processing and submission software or platform in place (our recommendation is Xero and we currently use Tax Filer for submissions).
        4. Requirement:  We rely on the accuracy and detail that all other areas of accounting are completed (VAT, Payroll and Pensions, bookkeeping and categorization and organisation), in order to complete the Company Tax Return.
        5. Requirement:  We rely on the information given to us by Company name and/or its employees as to its legal validity and context for preparing the Company Tax Accounts.
        6. Requirement:  All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your Company Tax Return and submit the approved set of accounts to HMRC.
    • Self Assessment (Director Simple Self Assessment)
        1. Definition: A submission to HMRC to declare all sources of income you receive that is not via a Payroll PAYE route, or otherwise is not previously submitted and declared to HMRC. HMRC guidance and thresholds may apply.
        2. Definition: Our Director Simple Self Assessment Return is completed on the information you give us. Any additional changes and/or amendments may be subject to additional charges to cover the time required to make these changes and/or amendments.
        3. Definition of our Director Simple Self Assessment: We do not provide in any way personal tax advice. If you have any other streams of income other than 1 income via a limited company which we do the accounts for, where you are an active named Director, or/and you require any specialist advice for your own personal tax purposes and/or affairs, you must seek your own personal tax advise. We explicitly do not provide personal tax advice or any type of guidance for personal tax or personal income. Examples of this (but not limited to) are receiving dividends from multi-companies, receiving other PAYE payroll income and Dividends, or having realised, invested or hold stocks, shares, crypto assets or property/landlord interests.
        4. Definition: The individual accepts and understands that it is ultimately their responsibility as to the accuracy and timely submission of their Self Assessment Tax Return annually.
        5. Definition: Your Self Assessment Income Tax information will be available to you through HMRC’s Government Gateway Portal. Nuvem9 will not be able to liaise with HMRC on your behalf in relation to personal tax matters. 
        6. Requirement:  All requests for information sent by us must be provided by the given due dates in order for us to ensure we can complete your Company Tax Return and submit the approved set of accounts to HMRC.
        7. Requirement:  We rely on the accuracy and legal validity of the information given to us by the individual for preparing the Self-Assessment Tax Return.
      1. CFO Services (Fractional CFO, CFO, Chief Financial Officer, Virtual CFO, and variations of)
        1. Definition: Fully virtual and outsourced Fractional Chief Financial Officer who will advise on the financial and commercial aspects of Company name. All CFO services will be provided by a qualified Chartered Accountant.
        2. Definition: The advice provided under this service is not and should not be constituted as financial, planning or tax advice nor is this service required to be, or is, regulated by the FCA or other bodies.
        3. Requirement: Regular time with the board and company director/s to update and plan ahead is essential for this role to offer the full benefit.
        4. Requirement: In addition, as we want our role to be heavily proactive rather than reactive.  We want to be the primary party that finds, identifies and manages the opportunities for cost efficiency, operational productivity and revenue growth, and therefore we will require your support in all our efforts.  As de facto Company CFO, your assistance in promoting our autonomy to enable us to provide optimal CFO support to Company name is pivotal to mutual success.
        5. Requirement: Ultimately, we will ask for your courage and trust to implement the necessary actions we present and agree together.
    • Karbon
      1. Definition: Karbon is the internal CRM used at Nuvem9 and is the home of our client portal access, used primarily with you for:
        1. Requesting information
        2. Sending reminders for information 
        3. Sharing meeting agendas
        4. Providing ad-hoc commentary and updates where required 
      2. Definition: The Karbon system is set up in most cases to send you an initial email from your account manager or another member of the team, and then if there are still actions that need to be taken (i.e. the checklist is not completed in full), it will send you reminders. We work with all our clients to tailor these for you in both content and timescales, so feel free to let us know during onboarding or implementation if you would like us to bespoke this process for you. 
      3. Requirement:  We rely on Karbon to ensure that requests are set to you on time, and that we can provide the work on time and accurately. We, therefore, ask that you ensure that all emails sent to you requesting information are actioned.
      4. Requirement:  We understand that this is a new platform and process, so while we will provide guidance and training on how to use the Karbon Client Portal, we ask that if you do come across any issues or need new staff or refresher training, you get in touch with us as soon as possible to let us know, so that we can ensure no deadlines are missed.

    Terms of Service


    This Agreement is effective upon signing by both Parties for the period Initial period dates, unless terminated by Nuvem9 under the ‘Fair Use Notice’. The initial term of this agreement will be a period of Initial period. Thereafter, this agreement will remain in place on a Termination period day rolling basis, until it is either superseded or terminated by either party.

    Client Success Management 

    As part of our service to you, we integrate a complimentary client success initiative, working in alignment with you and Company name towards achieving your business goals and vision. What this means for you is that we may be in touch from time to time for check in’s and updates, as well as possible suggestions and thoughts on things to improve and build upon from an accounting and/or finance perspective. We’ll work in line with what suits your timescales and preference on this, but we usually advise a review either at business growth times or once every 6-12 months. You may also be supported by the wider team at Nuvem9 as we work proactively on your account and in the spirit of our agreement together.

    Rate & Payment

    All services included in the Scope will be charged in advance and payable in advance for the period of Billing cycle period. The monthly rate agreed is £Monthly fee and is subject to VAT at the prevailing rate where applicable. Payment where possible should be made to Nuvem9 by Direct Debit. If this is not possible, payment must be made in good faith that it will reach us (cleared funds) before the invoice due date. All invoices are payable within Invoice payment terms (days) days of issue. 

    Late Payment

    If you foresee or incur any late payments, we encourage you to contact us at the earliest opportunity to discuss this. If your account falls overdue with us, we will be in contact with you to notify you and rectify any payment errors or open a discussion with you to resolve any queries. In the event that your account with us falls overdue, we reserve the right to pause all work with immediate effect until a mutual resolution or payment in full (cleared funds) has been reached. We reserve the right to pause any active work until payment has been settled. 

    Fixed Price, Out of Agreement Scope and Ad Hoc Requests 

    We are committed to being a forward-thinking firm and transparent in the fees we charge. We offer a fixed price over a period of set time (stated in this agreement) for the scope of work and services we deliver to you. We understand that there might be some additional work that occurs, that may or may not align with the spirit of expectations or existing scope of work. Therefore, within these terms, we have outlined what happens if there is a substantial change in scope, for either ad hoc or ongoing services. We will always communicate with you when scope changes and come to a mutual agreement on the best way forward for you. In summary, changes will be approached with the following structure if and when required:

    1. Any additional accounting duties, requests or services beyond the scope criteria stated in this agreement will be charged in arrears at the specific services’ prevailing rate. For the initial period of Initial period, the current rate £ad hoc account work hourly rate+VAT per hour will apply.  In some cases, i.e. in cases of a substantial piece of work outside scope, a one-off project fee will be agreed on a case-by-case basis. 
    2. Any additional CFO services will be charged at the CFO Service prevailing hourly rate. For the initial period of Initial period, the current rate £CFO hourly rate+VAT per hour will apply.  Any additional projects will always be agreed in writing with you prior to any work commencing.
    3. For the avoidance of doubt, all ad hoc work completed will be requested by Company name and not carried out by Nuvem9 without a request or confirmation from you.
    4. In circumstances where a package cost is more cost-effective (e.g. a pack of CFO support hours), we will propose to you the most appropriate cost-effective option.
      1. Where the scope of work may be unknown or difficult to define, we will revert to the most cost-effective solution either at intervals through the project or at the end of the project, whichever is mutually agreed at the start of the ad-hoc engagement. 
    5. Any changes in ongoing scope will be communicated via a Change of Scope Request, to be signed by Company name. Any new work will then commence upon signing of an updated agreement.
    6. Any additional scope of work for either accounting work or CFO services carried out will fall under the same terms as this agreement.

    Third-Party Fees

    In order for us to advise on the best solutions for you, we regularly use accounting tech and other software to carry out our work and, in some instances, specialist work. We will only ever recommend implementing a third-party/subscription where the cost saving is greater in comparison to our service fees or it is needed for a regulatory and/or compliance necessity.  Company name agrees that you will keep live and available any third-party subscriptions and associated costs in order for Nuvem9 to complete our services to you. Company name acknowledges that if third-party providers are terminated by you, it will impact the ability for us to fullfil our agreed scope of work. If, for any reason, Nuvem9 is the subscription payer, Nuvem9 will bill these expenses at cost to you. Company name agrees to take over the subscription within 7 days if requested to do so by Nuvem9. For the avoidance of doubt, any and all third-party engagements and any fees will always be planned and agreed with you in advance. Third-party fee’s can apply to, but are not limited to, the following subscriptions and services: Xero, Chaser, Comma, Slack, SpendDesk, Pleo, Dext.  Where possible and subject to third parties, Nuvem9 will provide a partner discount code for the duration of our engagement and while this agreement is in effect. Where we will always offer support where we can,Company name recognises that any third-party associated costs, support, accessibility, availability and the like are not held by or are the ultimate responsibility of Nuvem9. Any tools used by Nuvem9 for its own efficiency and reporting purposes will not be charged to you.

    Scope Review & Price Changes

    To remain transparent in our fee’s, we promise a fixed fee of the agreed scope for the initial period of Initial period. Any future request by Nuvem9 to increase the fee, we will provide a minimum of 30 days’ notice prior to any price increase taking place. This does not include work completed under the ‘Fixed Price, Out of Agreement Scope and Ad Hoc Requests’ section of this agreement.

    Service Promise

    Nuvem9 will always commit to the quality and professionalism of the services that we provide to you offer. If at any point you are not completely satisfied or would like further clarity about the services we have performed or are providing, we encourage you to bring this to our attention immediately, by emailing [email protected]. While we will work to ensure you are satisfied with our service, we would welcome the opportunity to correctly address any of your concerns and allow us a chance to find a solution and prevent similar problems from occurring in the future. If you are still not satisfied with our services, we will work towards a mutual agreement towards termination and will always look to facilitate this amicably.

    Service Level Expectations

    At the start of our service and during our 3-month onboarding and integration period, we will define and outline with you the service level expectations and put in place delivery and work deadlines and expectations. Where all businesses work and require different things, we suggest that this is defined as and driven by your specific business need. This will be reviewed from time to time in line with our Client Success Management. All of our services focus on effectiveness and efficiency and we utilise and leverage various technology and software platforms to achieve this. Therefore, we may alter the frequency of ‘back office’ work that does not impact your business continuity or contradict any delivery of our services or Company name legal and/or compliance deadlines, and often is entirely ‘non-visable’ activity. We will only do this where we foresee an occurrence of duplication or extra time needed to complete work which may trigger an ad hoc work request from us, that could be completed in the same or less time another way, meaning our additional work clause is not triggered. Where we can, we will avoid these scenarios in promise and commitment to our transparent fee structure. This might apply to, but is not limited to, the following scenarios:

    1. Bookkeeping and bank reconciliation are completed in one final block immediately ahead of reporting or compliance deadlines
      1. e.g. bookkeeping, vat return, Company Tax Returns, Statutory Accounts etc
    2. Suggesting a collated and agenda-driven 30-minute meeting to collate various requests / queries, vs. ad hoc meetings at various times / dates 

    From time to time, Nuvem9 will go through periods of hours or days where the company is engaged offline (e.g. our company business boot camps, training days, etc). During these times we will give you notice of such events where possible and will always promise to never compromise any of your deadlines that are known to us. In order for us to fulfil our promise to you, we request that you give us as much notice as possible, as and when requests and/or deadlines arise, that we are not previously made aware of. Without reasonable notice from Company name, we are unable to promise deliverability during these and accounting-specific busy periods (i.e. national self-assessment and common Company Year End deadlines). This does not impact work that is outlined within our scope of work, but does include late and last-minute change requests.

    Nuvem9 is a fully virtual and remote service. With the expectation of agreed in-person CFO Services (i.e. business boot camp and strategy workshops that we may deliver to you), all our services will be provided remotely and meetings will take place via live video call. 

    Reviews and Iterations

    Both our accounting work and CFO services include a round of review & iteration as detailed below.  Depending on the complexity level of any further reviews and/or iteration requests, we may require to evoke our ad hoc fee clause. We will only do this if absolutely necessary and in large scope drift, so we ask and encourage you to share all information as far in advance with us as possible. Please note that this does not include new additions of information which would result in an entire re-do of the work already completed.

    • Company and Personal Accounting, compliance work  

    All our compliance and accounting work services (e.g. Company Accounts, VAT and Director Simple Self Assessment work), 1 round of iterations is included.

    • CFO Deliverables

    Where specific tangible deliverables are provided under our CFO service (i.e. Budgets, Forecasts, etc), 1 live walkthrough and 1 iteration are included. 


    In the event either party wish to terminate this agreement, each party agree to provide Termination period day termination notice to the other party via email. Termination to Nuvem9 must be sent to [email protected]. Termination from Nuvem9 will be sent via email to a company Director at Company name. If no email is known or accessible, we will send a hardcopy letter to the Company Registered Address and the date of notice will be deemed as the day of the attempted email notification. The first day of notice will be set as the date of the termination email. On termination, Nuvem9 will provide data, any subscription transfer (where this subscription was billed to Company name) and a handover document toCompany name. Company name agrees to settle all outstanding fees prior to the termination date. On settlement of full fees due under this Agreement to Nuvem9 and on acceptance of the handover document by Company name, both Parties will remove access to platforms, subscriptions and data (where applicable). Nuvem9 will facilitate all relevant requests by any newly appointed Accountancy firm, Company name company staff or service provider where instructed. Where any fee’s have been paid in advance by Company name, Nuvem9 will calculate the refund pro-rata in accordance to work already undertaken and/or completed and issue a refund within 30 days of the termination date. 

    Work Handover

    If Company name requests that work or duties are to be handed over to them or another Party, either through termination of this agreement or impacted by a scope of work change, Nuvem9 will endeavor to handover all requested work and information to Company name. The timeframe for this will be agreed at the time of request and is dependent on the level of work involved. If this clause is evoked, Nuvem9 will, where required and necessary:

    1. Complete any Professional Clearance response
    2. Prepare and share a shared handover document containing the scope of work that will be completed during the handover period
    3. 30-minute handover meeting with Company name and/or a new service provider
    4. Create and share a handover folder, containing the information requested through any Professional Clearance request and any Company name owned files / correspondence owned by Company name

    Company name agrees to, where applicable and necessary:

    1. Facilitate any liaison between Nuvem9 and your new accounting service provider / accountant 
    2. Sign off work delivered during the handover period in a reasonable and timely manner
    3. Pay for the full cost of service/s if delivered by an accelerated timeframe and earlier than previously agreed:
      1. E.g. (but not limited to) Company, Year End, Statutory Accounts preparation and/or submission, VAT return preparation and/or submission, Management Accounts, Budget and Forecasting Analaysis. As the Fee’s are agreed across the course of a term, the fee for each individual service is calculated over the term and allocated deadlines accordingly. If these deadlines are requested to be brought forward to facilitate a handover, Company name agree to pay for the full cost of any individual service provided (if and only where applicable). 

    Production of Accounting & Accounting Compliance Services 

    Throughout all of the services we provide to you for accounting and accounting compliance under this agreement and it’s term, including accounts produced in compliance with UK law and the Companies Act 2006, Nuvem9 agree to be responsible for the following:

    1. Preparing accounts in accordance with the requirements of the Companies Act 2006 for your approval. Accounts are based on the accounting records you maintain/you provide us with, and you acknowledge and understand that we will rely on any information, content, context and explanations you provide to us
    2. We may advise you as to the adequacy of your records for the preparation of the annual accounts. We may make recommendations for improvements which we consider necessary and in compliance with the law. You acknowledge and understand that we shall not be responsible if, as a result of you not taking our advice, you incur losses or penalties.
    3. We have a professional duty to prepare accounts that conform to generally accepted accounting principles. As directors, you have a duty to prepare accounts that comply with the Companies Act 2006 and any accounting standards that apply. We will prepare the accounts so as to meet these requirements. The accounts we prepare for filing purposes will, unless you instruct us otherwise, be prepared on the basis of taking all available filing exemptions and so may not be identical to the accounts prepared for members.
    4. Preparing non-audited accounts for Company name. We will advise you if you require audited accounts on the information we hold and in accordance with our legal compliance requirements. 
    5. Filling the relevant information / files to HMRC and/or Companies House when requested and/or required by you to do so 
    6. The Client is responsible for the reliability, accuracy and completeness of the accounting records, particulars and information provided anddisclosure of all material and relevant information. Clients are required to arrange for reasonable access by us to relevant individuals anddocuments, and shall be responsible for both the completeness and accuracy of the information supplied to us. Any advice given to the Client is only an opinion based on our knowledge of the Client’s particular circumstances.

    Throughout all of the services we provide to you for accounting and accounting compliance under this agreement and it’s term, including accounts produced in compliance with UK law and the Companies Act 2006, Company name agree to be responsible for the following:

    1. Keeping or providing us with (where agreed in the scope of work) all records of receipts and payments;
    2. carrying out or arranging for a valuation of the year-end stock levels (if applicable) 
    3. reconciling your records with the bank statement or providing us with certified bank statements (where agreed in the scope of work) covering the period in full 
    4. Make us aware of any changes in your business that may impact or effect your filings or current position 
    5. Providing information in a timely manner to enable Nuvem9 to prepare your accounting work in good time ahead of deadlines 
    6. Even if we have not directly requested it, you agree to disclose to us in full any information that is relevant to the accounts and may have a bearing on the financial position of the company. You also agree to make available to us minutes of management, directors and shareholders’ meetings.
    7. You will approve and sign the accounts thereby acknowledging responsibility for them.
    8. Company accounts need to be completed and filed with Companies House within certain deadlines set out in the Companies Act 2006. Failure to submit on time will result in penalties. We will, therefore, plan our work so as to ensure sufficient time is allowed to meet the submission deadlines. However, if you fail to provide your accounting records in line with our request as noted above or do not promptly answer any queries that we raise, you understand that we will not be responsible for any late filing penalties charged for a late submission.
    9. If financial information is published, which includes a report by us or is otherwise connected to us, on the company’s website or byother electronic means, you must:
      1. inform us of the electronic publication and get our consent before it occurs; and
      2. ensure that it presents the financial information and our report properly.
    10. We have the right to withhold consent to the electronic publication of our report or the accounts if they are to be published in an inappropriate manner.
    11. MTD compliance (?)

    One-off Sessions & Workshops  

    If you purchase a one-off season or workshop from us, you agree that:

    1. The workshop will be scheduled within 60 days of booking by mutual agreement. 
    2. You will adhere to these terms of service and our latest Data Agreement and Privacy Policy.
    3. Refunds will only be given in part where work has already been carried out. To request a refund please contact [email protected] quoting the full name and company associated with the booking.
    4. If you cancel a scheduled appointment associated with one-off sessions, workshops or course/package booked calls for any of our services, you will be charged in full for the call.

    Ownership of Accounting & Compliance Documents & CFO Provided Reports 

    All documents that are provided toCompany name for all accounting compliance purposes are owned by you. We will always send you final copies of these documents and we encourage you to keep these safely filed for your own reference and ease. Any notes, files or similar documentation that have been created by Nuvem9 in order to provide the final reports are the copyright of Nuvem9 and owned by Nuvem9. Nuvem9 reserve the right to retain copies for our own reference, compliance and legal purposes and kept in accordance with our Data Agreement with you. This includes, but not limited to:

    1. Company Statutory Accounts 
    2. Self Assessment Tax Returns 
    3. Company Confirmation Statements 
    4. VAT Returns 
    5. Any other information sent to HMRC or Companies House by Nuvem9 on your behalf
    6. Financial budgets
    7. Financial forecasting and projections 
    8. Advanced financial reporting
    9. Cash flow, burn rate and spend analaysis 
    10. Sales Revenue Analysis 
    11. Management Accounts Reports

    You agree to not make public any documents, files or information associated with Nuvem9 or using the Nuvem9’s brand in association with any documents without the explicit consent of a Director at Nuvem 9 Limited. Nuvem9 agrees to not make public or disclose any documents prepared for Company name without prior written consent with the exception of any legally compliant needs and/or requests.

    Intellectual Property

    Where Nuvem9 has developed systems, processes, files, documents or any other form to deliver a specific piece of work to you, the intellectual property of those internal documents, processes, systems and all other forms will remain the property of Nuvem9. We may share these documents with you during the course of our engagement in the spirit of our collaborative team and working relationship. If requested, we can provide you with or share with you the data that we hold, i.e. Management Accounts or P&L statements. In all scenarios, you will have full access to your data on platforms such as Xero, as well as our deliverables such as any final reports or documents. 

    Fair Use Notice

    We will always endeavour to respond and communicate with you in a timely manner, especially during Company name’s business critical times. We will provide to the best of our ability ad hoc support during these times via mediums such as video call, email and other mutually agreed communication channels for our CFO and/or accounting services. What we ask in return is that this is used fairly and considerately. If ad hoc usage is deemed to be at a consistently higher level than the scope outlines, or ad hoc business critical usage is not deemed in affect business critical, we’ll contact you to either alter your package by either upgrading and/or redefining the scope of work and/or services to include additional support time and/or services, or revert to the scope of work within this Agreement. If this clause is evoked, clause ‘Rate & Payment Terms’ may apply. If no agreement can be made mutually to find a solution to a revised/agreed scope of work, Nuvem9 reserves the right to terminate this agreement at 30 days’ notice and in this instance clause ‘Term’ does not apply.

    Director Responsibilities 

    Company name and its Director/s, Beneficial Owners and/or Persons of Significant Control acknowledge that under UK Law and subsequent Laws, it is the responsibility of the Director/s of the Company to ensure Company Compliance and accuracy, and that filings to HMRC and Companies House are on-time and correct.  Where Nuvem9 file on your behalf, for the avoidance of doubt, we must receive confirmation from you at least 48 hours in advance of any HMRC and/or Companies House/other Government Bodies Compliance deadlines, and you agree that Nuvem9 is not responsible for any late filings if this deadline is not met. 

    Director/s also explicitly acknowledges that the responsibility for all company filings to HMRC and Companies House is the ultimate responsibility of the Company Director/s by Law.

    Data Sharing

    Nuvem9 will adhere to the Data Sharing Agreement with Company name, which Nuvem9 will share and send to you for signing at the same time as this agreement.

    Force Majeure

    For the purpose of this Agreement “force majeure” shall be deemed to be any cause affecting the performance of this Agreement arising from or attributable to acts, events, omissions or accidents beyond the reasonable control of the party to perform, including without limitation any accident or illness.

    If either party is prevented or delayed in the performance of any of its obligations under this Agreement by force majeure, and if such party gives written notice thereof to the other party specifying the matters constituting force majeure.  The party so affected by force majeure shall use all reasonable endeavours to resume the performance of this Agreement as soon as it reasonably can.

    Entire Agreement

    This agreement together with the Data Agreement and any documents referred to in either constitutes the entire agreement between the parties. It cancels and supersedes all previous agreements and arrangements (whether oral or in writing) between the parties concerning the services provided, all of which are deemed to have been terminated by mutual consent with effect from the Commencement Date set out in this agreement.

    Governing Law

    This agreement is governed by and interpreted in accordance with the law of Northern Ireland. The parties submit to the exclusive jurisdiction of the courts of Northern Ireland in connection with any claim, dispute or matter arising out of or relating to this agreement. Any delay by the parties in exercising any of their rights under this agreement will not constitute a waiver of such rights.

    Confirmation and Agreement

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