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Retainer Agreement Accountant
1. Parties. This Agreement is made [date] between [name of client], a [state] corporation, having an office at [address] (Corporation), and [name of individual or accounting firm], having an office at [address] (Accountant).
2. Mutual Agreement. Corporation retains Accountant to perform accounting and other services, and Accountant agrees to serve Corporation, under and as provided in this Agreement. Accountant is an independent contractor performing services for Corporation. As such, Accountant is not to be considered an
employee of Corporation. Accountant will not be entitled, among other things, to share in employee benefits available for regular employees of Corporation. Similarly, Corporation will have no obligations with respect to Accountant that Corporation may otherwise have, at law, with respect to regular employees.
3. Term. The term of Accountant's employment shall start [date] and, subject to Paragraphs 4 and 12, end [date] (Expiration Date).
4. Option to Extend. Corporation may extend the term of this Agreement to [date] if, as of the Expiration Date, there is no default by Corporation under this Agreement and the Agreement has not been terminated earlier. To extend the term, Corporation must provide to Accountant written notice of
Corporation's intent to extend at least [number] days prior to the Expiration Date. If this Agreement is extended, it shall continue in force on the same terms and conditions as are provided in it.
5. Accountant's Duties. Accountant shall perform all accounting and tax services requested by Corporation in connection with Corporation's business. These services include without limitation preparation of monthly financial statements and all tax returns. Accountant shall also provide such financial advisory services as may, from time to time, be requested by Corporation. Accountant shall not be required to perform or provide the following services:
[list of excluded items]
6. Fee. Corporation shall pay Accountant an annual retainer fee for services required under this Agreement of ........ dollars ($........). This fee shall be paid in equal quarterly [or, monthly] installments payable on the first business day of each quarter commencing on [date].
7. Reimbursement of Expenses. In addition to the fee provided in Paragraph 6, Corporation shall reimburse Accountant for all expenses incurred by Accountant that are attributable or properly allocable to the services provided to Corporation under this Agreement. This includes travel expenses and [any major item of expected expense parties have agreed upon, e.g., meals and lodging]. In no event, however, shall Corporation's obligations under this Paragraph 7 exceed ........ dollars ($........) per year unless Corporation agrees in writing to such further reimbursement. Accountant's expenses shall be paid within [number] days of Accountant's submission of a bill to Corporation accompanied by copies of vouchers or an itemized account of expenditures, but not more often than once per month.
8. Right to Terminate. Corporation may at any time terminate this Agreement, without cause, upon [number] days' prior written notice to Accountant.
9. Professional Obligations. Accountant shall perform all services under this Agreement in accordance with generally accepted accounting practices and principles. This Agreement is subject to the laws, rules, and regulations governing the accounting profession imposed by governmental authorities or
professional associations of which Accountant is a member.
10. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other. Accountant may not delegate Accountant's duties under this Agreement to another without Corporation's prior written consent.
11. Entire Agreement and Modification. This Agreement contains the entire agreement between the parties. This Agreement may not be modified except by later written agreement signed by both parties.
12. Notices. All notices under this Agreement shall be in writing, sent by first-class mail, postage prepaid, to the address stated in Paragraph 1 or such other address as either party may designate by prior written notice to the other.