Past experience suggests that we can trust accountants who belong to Mark’s groups without needing to obtain signatures to evidence this. However you will be reminded of this agreement should the need arise. If you have any problems with these terms you must notify Mark without any delay.
This AGREEMENT is made
(A) Each sole practitioner joining the Sole Practice Club and (B) Mark Lee whose business name is BookMarkLee
In this Agreement:
- “Member” means both the sole practitioner and their practice (if this is a distinct legal entity)
- “Membership Fee” means the lump sum or monthly payments due by reference to this agreement.
- “Club” means the Sole Practice Club run by Mark Lee
- “Primary Membership Period” means 12 months
- “Start date” means the first date on which the Membership Fee or subscription is paid.
- “We”, “Our”, “Us” each refer to Mark Lee and his authorised representatives
Basis of Agreement
Mark undertakes to provide the services set out in Appendix A and the Member agrees that their participation in the Club shall be governed by the Terms of Business set out in Appendix B.
Before applying to become a member please ensure you are willing to abide by the following key principles which form part of the Membership Agreement:
Membership Trust Principles
Members agree to:
- Share ideas, issues, challenges and solutions in an open and constructive way
- Respect fellow members’ views
- Keep confidential everything you hear about other practices – adopting the principles of the Chatham House Rule
- Help keep the club independent and free from bias
- Contribute ideas and suggestions to enhance the value members derive from membership of the Club
We undertake to:
- respect the confidentiality of all Members and to be bound by the Chatham House Rule*.
The Member undertakes that they will:
- protect the confidential nature of discussions between members of the Club whether online during Club meetings or otherwise in accordance with the Chatham House Rule*.
- not disclose any of the financial terms of this or any supplementary Agreement between the parties to any person outside of the Member’s firm.
Breach of these confidentiality undertakings by the Member, unless required by law or a professional body, may result in the Member’s exclusion from the Club without refund.
*The Chatham House Rule means that any reference to discussions at the meetings must be unattributed and the specific attendees should not be disclosed.
Money Back Guarantee
We undertake to promptly refund all sums paid under this Agreement if requested to do so by the Member after 3 months membership, if they notify us that they do not feel they have benefitted from their membership of the Club and request such a refund. The only caveat to this guarantee is that the Member must have taken the opportunity seriously and attended at least 2 meetings of the Club.
We will provide the following services to Members to ensure they can gain maximum benefit and value from their membership of the Club:
- Arrange and notify Members in good time of the details of monthly online meetings for their group of Club members
- Organise and facilitate the discussion at such meetings so as to ensure Members can gain maximum benefit
- Set up and moderate an online discussion forum for members of the Club to use to communicate with each other and with Mark in between meetings.
Further services and benefits may be provided from time to time to enhance the value of membership of the Club.
For the avoidance of doubt there is only one Club regardless of how many groups there may be – to allow for differing time preferences and also to keep each meeting to a manageable number to ensure maximum benefit to each member.
APPENDIX B – This is the heavier legal bit….
1.1 The Member’s participation in the Club shall commence on the Start Date and shall continue until the end of the Primary Membership Period.
1.2 Throughout the Membership Period the Member may attend each of the meetings referenced in Appendix A. This right will be curtailed in the event that payment of the Membership Fee is outstanding.
2. Mutual Rights
2.1 The Member has the right to to renew their Membership but will not be obliged to do so.
2.2 We reserve the right to:
2.2.1. Vary the terms and conditions of this Agreement within reason by giving one month’s notice in writing of the variation.
2.2.2. Postpone or reschedule, or vary the scope or content of, any meetings, reviews, documents or materials scheduled or proposed in connection with the Club without prior notice.
2.2.3. Exclude from future meetings any Members who are a disruptive influence and who we consider to be failing to behave in an acceptable manner during or between meetings of the Club.
2.3 Mark Lee retains all intellectual property rights (including, in particular, copyright) in all documents and other written materials, which are provided to the Member in connection with their membership of the Club. The Member agrees not to do or permit any act which would or might infringe Mark Lee’s rights in, and to keep in strict confidence and not to copy or disclose to any third party without Mark Lee’s prior written consent, any such document or other written materials or the contents of them.
2.4 In the event of a breach of any of the terms of this Agreement by the Member we have the right to terminate this Agreement in which event the Member has no right to any refund of the unexpired portion of the Membership Fee.
2.5 The Member acknowledges that, except where expressly agreed by Mark Lee, none of the meetings, reviews, documents or materials conducted or prepared in connection with the Club will be conducted or prepared specifically for the Member.
2.6 Except where so agreed, the Member shall not rely upon or otherwise act in accordance with any information or advice (in whatever form) derived from their Membership without first seeking advice in relation to the Member’s specific requirements.
3.1 Mark Lee shall not be liable for any loss or damage (whether arising in contract, tort including negligence or otherwise) incurred by the Member acting in reliance upon or in accordance with any information or advice derived from their Membership of the Club.
3.2 Without prejudice, Mark Lee’s liability to the Member for any loss or damage (whether arising in contract, tort including negligence or otherwise) incurred by the Member acting in reliance upon or in accordance with any information or advice (in whatever form) provided in connection with their Membership of the Club shall be limited to the quantum of the annual value of the Membership Fee. Mark Lee shall not be liable under any circumstances for any loss or damage, which is indirect or consequential.
4. Agreement Renewal
4.1 We will normally, but are not obliged to, invite the Member to renew this Agreement for a further term. Subsequent renewals will also be optional for both parties.
5.1 If a dispute arises out of this Agreement, the parties will attempt to resolve this in good faith.
5.2 If the dispute cannot be settled through negotiation in good faith, the parties will seek to settle the dispute by mediation before resorting to arbitration, litigation, or some other dispute resolution procedure. The fees for the mediation will be borne equally by the parties.
6. Agreement and Law
6.1 The Member shall not assign or delegate or otherwise deal with any of its rights or obligations under this Agreement without the express agreement of Mark Lee, which shall not be unreasonably withheld.
6.2 This Agreement contains the entire statement of terms of the Member’s participation in the Club and, in the event of any conflict between this Agreement and any website, promotional materials or other document in connection with the Club, this Agreement shall prevail.
6.3 The Member shall not comment publicly, via any form of social media or issue any information or statement that could be interpreted as critical of Mark Lee or the Club (or any part of it).
6.4 This Agreement is governed by, and shall be construed in accordance with, English law and any claims and disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the Courts of England and Wales.
6.5 If any provision of this Agreement is found to be illegal, invalid or unenforceable under any applicable law, such provision shall, insofar as it is severable from the remaining provisions, be deemed omitted from this Agreement and shall in no way affect the legality, validity or enforceability of the remaining provisions.
7. Third Party Rights
7.1 A person who is not a party to this Agreement has no rights under the Contract (Rights of Third Parties) Act 1999 to enforce any terms of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.