Debt Collection Terms and Conditions

By agreeing to these Terms and Conditions (the “Terms”) and/or by placing a Debt for collection, you are asking Baker Tilly Business Services Limited (“Baker Tilly”, “we” or “us”) to pursue the Debt on your behalf on the terms of this Agreement.

All Debt collection and insolvency claim management is operated on a no-collection-no-fee basis. There are no charges levied if a Debt is not collected. The same applies to cases that proceed to insolvency claims, including activities such as attendance at creditors’ meetings, control of IPs, ‘hidden asset’ investigative work and on-going correspondence with administrators.

Where a successful collection is made, Fees will be due as outlined in the Fees schedule. VAT (where applicable) will be added to all our charges quoted in these Terms and Conditions.

Any agreed trace costs, costs in respect to Legal Action and other Third Party Costs are not included in, and are payable in addition to, the Fees.

Fees schedule Debt Collection

No initial Fees apply. In cases of a collection spanning more than one region, the percentage rate for our Fees will be calculated by applicable regions on a pro-rata basis which we will advise to you.

The following Fees matrix applies to calculate the percentage fee rate that RSM Tenon charges on amounts actually collected (except for cases where there is an insolvency process – for which see below).

Amount of Debt placed for collection
(including Principal and interest)

Principal Location of Debtor>£750-£10,000£10,001-£100,000> £100,000
UK & Ireland 20% 15% 10%

 

Principal Location of Debtor<£1,500>£750-£10,000£10,001-£100,000> £100,000

Europe 1

18%

15%

12%

8%

Europe 2

25%

19%

16%

12%

North America

20%

17%

13%

10%

South America

28%

23%

19%

15%

Asia/Australasia

22%

19%

14%

11%

Asia/Africa

28%

23%

19%

15%

Rest of the World

30%

25%

22%

20%

A full description of the territories covered by each above region is available from us on request.

The above fees relates to invoices less than 180 days old. Where the invoice due date is over 180 days, the fees quoted will increase by an additional 2%.

Insolvency Management

In cases where formal insolvency is declared you will be notified as soon as Baker Tilly have received written confirmation and, unless you instruct us otherwise in writing, we will manage the insolvency claim on your behalf on the following terms.

Fees are based on no-dividend recovery no-fee, all successful collections are charged at the following rates:

Corporate Insolvency

Type of InsolvencyFee (% of dividend recovered)
Creditor Voluntary Liquidation 25
Administration 30
Compulsory Liquidation 30
Corportate Voluntary Arrangement 15

Personal Insolvency

Type of InsolvencyFee (% of dividend recovered)
Bankruptcy 30
Individual Voluntary Arrangement 20
Debtor Relief Order Nil
Sequestration 25
Trust Deeds (in Scotland) 20

The above descriptions apply to apply to insolvency processes within England and Wales but shall apply equally to analogous procedures in any other jurisdiction.

Debt Collection Terms and Conditions - Baker Tilly

  1. The Baker Tilly service
  2. Your rights and obligations
  3. Fees
  4. Termination
  5. Liability
  6. Data protection
  7. General
  8. Definitions
  9. Law and jurisdiction

1. The Baker Tilly Service

1.1. Baker Tilly agrees to undertake the Debt Collection Service for the Fees outlined in the Fees schedule. The service includes but is not limited to such of the following activities as Baker Tilly determine are appropriate and cost effective for recovery of the Debt:

- reasonable pursuit of your Debt, including contact with the Debtor

- negotiation of reasonable payment plans - negotiation of and agreement to full and final settlements

- instigation of Legal Action against the Debtor (for the avoidance of doubt, the costs of which are not included in, and are payable in addition to, the Fees)

- commencement and management of insolvency procedures

1.2. Any Legal Action; full and final settlement; or payment plan likely (in the opinion of Baker Tilly) to last more than six months must first be approved by you. If you do not respond to Baker Tilly’s notification of an intended action, your approval will be assumed after five working days.

1.3. Baker Tilly will provide the Debt Collection Service with due care and attention, respecting laws and regulations and taking into account what it considers to be in your best interests. Reasonable endeavours will be used to collect each Debt, any interest due thereon and (where permissible) collection costs but there is no guarantee that any Debt, interest or costs will be collected in whole or in part.

1.4. All insolvency procedures will be notified to you and all claims will be managed via us on your behalf.

1.5. In cases of any disputed Debt we may (in our discretion) attempt to negotiate an out of court settlement between you and the Debtor. In the event of failure to reach a settlement we may (at our discretion) ceasing Debt Collection Services in respect of that Debt.

1.6. You are entitled on request copies of all relevant documentation on activities that relate to your Debt. We do not keep records indefinitely and any request for such information must be made to us in writing within 6 months of our last activity in respect of that Debt.

1.7. Where necessary or desirable for collection of the Debt, you hereby authorise us on your behalf to collect payments, endorse Debtor or third party cheques and pay them into our account and issue receipts.

1.8. Sums collected in relation to Debts will be deposited in a dedicated bank account that does not constitute part of Baker Tilly’s assets. Subsequent transfer to you will usually take place within 14 days of either receipt or cheque clearance by BACS bank transfer or other electronic means to such bank account as you have notified to us in writing. Payment in accordance with this clause shall be a good discharge of our obligations to account to you for collections. If the identity of a payment received by Baker Tilly is unclear, there may be an additional delay. Baker Tilly are not obliged to accept cash payments in excess of [£1,000] from a Debtor or another in respect of a Debt and we are not liable to you for any loss to you occasioned by our refusing to accept such payment.

1.9. Baker Tilly may at its sole discretion decline to provide or continue providing the Debt Collection Services in respect of any Debt. In such circumstances you will be notified of the decision within 15 working days.

1.10. You will be considered to have instructed Baker Tilly to provide Debt Collection Services under these Terms for a Debt if you ask Baker Tilly to collect it via the collection placement form, by email or fax, in writing, or via any Baker Tilly or Creditsafe website.

2. Your rights and obligations

2.1. By instructing Baker Tilly in respect of a Debt, you warrant that (a) all information you provide is complete, true and correct (b) that a legally valid transaction is the origin of the Debt and that it is not illegal to collect or attempt to collect the same and (c) that if the Debt is paid the Debtor has no right to recover the same and (c) that you are the sole beneficial owner of the Debt and entitled, without the consent of any other party, to instruct Baker Tilly to collect the same and account to you for it.

2.2. You agree to cease immediately all actions and activities (whether undertaken by yourself or another party) relating to collection of the Debt and to indemnify Baker Tilly against any loss or damage suffered as a consequence of breaching this provision.

2.3. You agree to cooperate with Baker Tilly in any reasonable way needed to ensure a successful collection. This includes but is not restricted to providing access promptly to any required witnesses and/or supporting documents and to provide witnesses to give evidence in writing or at court.

2.4. You are entitled to withdraw from us any Debt placed with us by giving us notice in writing provided:

2.4.1. You must not withdraw a Debt within 3 months of placing it with us; and

2.4.2. You cannot withdraw a Debt if, before you give us notice of withdrawal, we have collected any part of the Debt, have agreed a payment plan or similar arrangement with the debtor (or any one or more of joint debtors) or if you have authorised us to start court proceedings or we have started managing any insolvency procedure in respect of the Debt.

2.5. Except for Debts which have been validly withdrawn from us, you must not charge, assign, transfer, waive or forgive or have any dealings in respect of the Debt which prevents or impairs our ability to collect it and, if you breach this clause 2.5 we reserve the right to charge our fees accordingly.

2.6. You will tell Baker Tilly immediately if you receive settlement of any part of the Debt whether from the Debtor or from any other agent. You will also provide details needed for Baker Tilly to calculate Fees as detailed in the Fees schedule.

2.7. You will indemnify and keep fully and effectually indemnified Baker Tilly against any losses, claims, costs, actions and demands arising directly or indirectly out of any breach by you of this clause 2.

3. Fees

3.1. You will pay any Fees due to Baker Tilly within 30 days of invoice.

3.2. Baker Tilly’s right to claim Fees applies to all amounts recovered from the moment that a Debt is placed irrespective of who receives the payment and irrespective of whether or not Baker Tilly has yet taken any action or is or is not an effective cause of the recovery.

3.3. In cases where an amount is collected, our Fees are calculated as percentages of the total amount collected from time to time. The total amount collected includes payments relating to the Principal Amount and to interest due and collection costs.

3.4. Baker Tilly is entitled to charge to the Client, in addition to the Fees, all Third Party Costs provided that the Client has given prior approval before the commencement of any legal proceedings where the process results in Third Party Costs being incurred. Baker Tilly may require an adequate advance payment as a condition of incurring Third Party Costs, which the Client will pay to Baker Tilly at its request supported by a VAT invoice.

3.5. If movable goods (whether relating to your right to retention of title or otherwise) or any other form of valuable property is recovered in respect of a Debt then Fees will be calculated based either on the amount of your credit note or if there is no credit note on the fair market value of such goods or property (which Baker Tilly will attempt to agree with you but, in the absence of agreement, as estimated by Baker Tilly) provided that Fees shall not be payable on any such value exceeding the amount of the Debt, interest and Collection Costs.

3.6. Baker Tilly shall be entitled to a lien over all sums recovered in respect of any Debt(s), your papers, documents, money and other property held on your behalf (whether or not held in relation to a particular Debt) until all Fees and other sums due to Baker Tilly in respect of all Debts placed with them have been paid and Baker Tilly shall be entitled to deduct any Fees due to them from any amounts held from time to time on your behalf (whether or not in respect of the same Debt).

3.7. In addition to Fees, you will pay any Third Party Costs relating to money transfer to you, including but not restricted to bank fees and currency exchange costs.

3.8. If you notify Baker Tilly that you no longer want the Debt collected or if you fail to comply with your obligations under clause 2.3, and we have successfully recovered all or part thereof, Fees (as detailed in the Fees schedule) will apply in respect to such Debt.

3.9. Modifications to the Fee Schedule may be made by Baker Tilly, in which case you will be notified. Such modifications become binding and applicable to all new Debt placed two (2) months or more after such notice.

3.10. You will settle all amounts invoiced by Baker Tilly within 30 days of invoice date and we reserve the right to charge interest thereafter under the Late Payment of Commercial Debts (Interest) Act 1998.

4. Termination

4.1. The Agreement between you and Baker Tilly will commence on the date you first place a Debt and will remain in force until terminated in accordance with this clause 4.

4.2. Either you or Baker Tilly may terminate the Agreement by giving prior written notice of two (2) months. Such a termination will not apply to Debts already placed and this agreement shall continue to apply to such Debts until they have been collected or Baker Tilly have notified you in writing that it is ceasing to provide the Debt Collection Services in respect of that Debt.

4.3. You or Baker Tilly (such party being “the Terminator”) may terminate the Agreement at any time if any of the following circumstances occur:

4.3.1. There is a material breach by you of clause 2.1;

4.3.2. There is a breach by the other party of a material provision of these Terms (other than clause 2.1)which, if capable of remedy, is not remedied within 14 days of notice of the breach in writing being given by the Terminator to the party in default; or

4.3.3. Actions or failures to act by the other party are likely to bring the Terminator into disrepute.

4.4. Any termination of this agreement shall be without prejudice to any rights of either party accrued prior to such termination.

5. Liability

5.1. Baker Tilly is not responsible for any loss of business, loss of contracts, loss of profits or consequential loss or damage suffered by the Client. The aggregate liability of Baker Tilly for all breaches of the Agreement shall be limited to the amount of the Debt or Debts which are the subject of the claim or claims or £1,000,000, whichever is the lower.

5.2. Baker Tilly does not accept any liability following a Force Majeure event, although reasonable steps will be taken to mitigate adverse effects. A Force Majeure event is defined as any event arising that is beyond the reasonable control of Baker Tilly. This includes but is not limited to government regulations, fire, flood, disaster, war, civil riot and industrial action. If Baker Tilly becomes aware of a Force Majeure event, it will notify you and give an estimate of the period during which failures or delays are likely to continue.

6. Data protection

6.1. You agree that Baker Tilly may share and transfer your data to any part of Baker Tilly for business purposes. Such data will be managed in compliance with data protection laws. Data provided by you may be made available to parties other than Baker Tilly to enable or assist with the Debt Collection Services, or if you authorise it or if it is required by law or court order it.

6.2. You warrant that you are entitled to provide all data supplied to Baker Tilly.

6.3. Baker Tilly will use reasonable endeavours to hold data securely and prevent unauthorised use or access.

6.4. Baker Tilly has the right at its own discretion to manage, retain or dispose of any documents relating to the Debt. This includes but is not limited to making copies, destroying documents and transmitting documents to Third Parties.

7. Notices

7.1. Any notice under this Agreement shall be in writing and signed by or on behalf of the party giving it.

7.2. Any such notice may be served by leaving it or sending it by pre-paid recorded delivery or registered post or by transmitting it by facsimile or email to the party to whom the notice is addressed (“the addressee”) at addressee’s address or facsimile number or email as shown in this Agreement or to such other address in the United Kingdom or facsimile number or email address which the addressee may have identified or used from time to time as an address for communications relating to this agreement.

7.3. Unless the contrary shall be proved, each such notice or communication shall be deemed to have been given or made and delivered if by letter 48 hours after posting, if by delivery, when left at the relevant address (excluding in each case Saturday, Sundays and UK bank and public holidays). and, if by facsimile or email, one hour after transmission (excluding the hours between 6 p.m. and 9 a.m. and all day on Saturdays, Sundays and UK bank and public holidays).

8. General

8.1. This Agreement constitutes the entire agreement between the parties hereto with respect to each Debt and supersedes and invalidates all other commitments representations and warranties relating to the subject matter hereof which may have been made by the parties hereto either orally or in writing prior to the date hereof (save as provided by clause 2.1) and which shall become null and void from the date this Agreement is signed.

8.2. This Agreement constitutes the entire agreement between the parties hereto with respect to each Debt and supersedes and invalidates all other commitments representations and warranties relating to the subject matter hereof which may have been made by the parties hereto either orally or in writing prior to the date hereof (save as provided by clause 2.1) and which shall become null and void from the date this Agreement is signed.

8.3. The provisions of clauses 2 and 3 shall continue to apply to Debts placed before termination. Clauses 6 and 8 will continue in effect notwithstanding termination of the Agreement.

8.4. Baker Tilly may assign this agreement to any other member of the Baker Tilly group of companies.

8.5. You may not assign this agreement without the prior written consent of Baker Tilly.

8.6. Each party will do such acts and things and execute such deeds and documents as may be necessary fully and effectively to implement the terms of this Agreement and to assure to any party the rights hereby agreed to be transferred or granted to them.

8.7. In no event shall any delay failure or omission on the part of any party hereto in enforcing exercising or pursuing any right power privilege claim or remedy arising hereunder be deemed to be or be construed as a waiver thereof or of any other such right power privilege claim or remedy or operate so as to bar the enforcement or exercise thereof in any other instance at any time or times thereafter.

8.8. No party hereto shall disclose any information regarding the existence or contents of this Agreement to any third party prior to Completion except as may be required by the Rules of the Stock Exchange or by law.

8.9. For the purpose of the Contracts (Rights of Third Parties) Act 1999 it is agreed that nothing in this Agreement shall confer on any third party any right to enforce or any benefit of any term of this Agreement.

8.10. In the event of a conflict or inconsistency between this Agreement and its appendixes, the following order of precedence applies: 1. the Agreement 2. the Fee Schedule 3. General Terms 4. other appendix(es).

8.11. This agreement may be executed in one or more counterparts each of which shall be considered as an original. Delivery of an executed counterpart by fax or scanned copy by email shall be effective for all purposes as a delivery of a manually executed original counterpart.

8.12. This Agreement shall be governed by and construed in accordance with English law and each party agrees to submit to the exclusive jurisdiction of the English courts as regards any claim or matter arising under this Agreement.

9. Definitions

Unless the Agreement stipulates otherwise, the following definitions apply:

“Agreement” The Debt Collection Agreement and all appendixes.

“Collection Costs” Costs that you are entitled to claim from the Debtor;

“Debt” The amount (including interests and Collection Costs) that a Debtor owes to you and the sum that you are entitled to place for Debt Collection.

"Debt Collection Service" The services described at clause 1.1;

“Debtor” The third party owing the Debt(s);

“Effective Date” The date on which the final Party signs the Agreement;

“Fees” Amounts due to Baker Tilly as described in the Fee Schedule and section 3;

“Legal Action” Action before a court instigated to enforce your legal rights;

“Principal Amount” The amount owed by the Debtor to you at the date of placing the Debt with Baker Tilly, not including interests or Collection Costs;

“Baker Tilly” Baker Tilly Business Services Limited, Salisbury House, 31 Finsbury Circus, London EC2M 5SQ;

“Third Party Costs” Any expenses incurred by Baker Tilly while performing the Services including the fees of third party providers (including, but not limited to, costs in respect to Legal Action and other costs incurred on your behalf by legal advisers) and all disbursements;

“You (the Client)” The person or entity who enters into the Agreement.