New York accounting independent contractor agreement template

New York Accounting Independent Contractor Agreement

This New York Accounting Independent Contractor Agreement (the “Agreement”) is made and entered into as of [Date], by and between [Client Legal Name], located at [Client Business Address in NY] (“Client”), and [Contractor Legal Name], located at [Contractor Business Address in NY, or residence address if applicable] (“Contractor”).

Contract Title: [Project or General Service Title]

Effective Date: [Date]

Client Contact Information:

Legal Name: [Client Legal Name]

Business Address: [Client Business Address in NY]

Contact Person: [Client Contact Person]

Phone: [Client Phone Number]

Email: [Client Email Address]

Contractor Contact Information:

Legal Name: [Contractor Legal Name]

Business Address: [Contractor Business Address in NY, or residence address if applicable]

Contact Person: [Contractor Contact Person]

Phone: [Contractor Phone Number]

Email: [Contractor Email Address]

Scope of Work:

Option A: General Accounting Services: The Contractor will provide the following accounting services to the Client: [List specific accounting services, e.g., bookkeeping, financial statement preparation, tax preparation].

Option B: Specific Project: The Contractor will perform the following specific project for the Client: [Detailed description of the project, including deliverables, deadlines, and key performance indicators].

Deliverables: [list of deliverables]

Deadlines: [list of deadlines]

Service Levels: [Define service levels, response times, and quality expectations]

Schedules: [Specify work schedule and availability]

Deliverables: [List all deliverables, formats, and submission methods]

Principal Service Location:

Option A: On-site at Client’s Business in New York: [Specify address and access requirements]

Option B: Remote: The Contractor will perform services remotely.

Option C: Hybrid: A combination of on-site and remote work as needed.

Access to Client Systems: [Describe access to accounting software, records, and data, including security protocols and data privacy compliance]

Requirement for secure document exchange in accordance with NY data security regulations.

Compensation:

Option A: Hourly Rate: The Contractor will be paid at an hourly rate of [Dollar amount] per hour.

Option B: Project-Based Fee: The Contractor will be paid a fixed fee of [Dollar amount] for the completion of the project described in Section 1.

Option C: Retainer: The Contractor will be paid a monthly retainer of [Dollar amount].

Frequency of Invoicing: [e.g., monthly, bi-weekly, upon completion of project milestones]

Acceptable Payment Methods: [e.g., check, electronic transfer, ACH]

Reimbursement for Approved Business Expenses: [Specify which expenses are reimbursable, including documentation requirements and compliance with NY sales tax guidelines]

Itemized Invoice Criteria: [Specify required information on invoices, e.g., date, hours worked, description of services, expenses]

Late Payment Penalties: [e.g., interest charges]

Contractor is responsible for all federal, state, and local New York taxes, including self-employment taxes.

Ownership of Work Product and Confidentiality:

All work product, supporting documentation, analysis, and data created by the Contractor for the Client shall be owned exclusively by the Client.

The Contractor shall maintain strict confidentiality and professional secrecy as required by New York Executive Law and New York State Department of Taxation and Finance rules.

The Contractor must adhere to AICPA/NYSSCPA standards regarding client confidentiality.

Independent Contractor Status:

The Contractor is an independent contractor and not an employee of the Client, in compliance with New York Labor Law Section 861-c.

The Contractor is responsible for their own federal, state, and New York City taxes, self-employment insurance, worker’s compensation (where not exempt), and unemployment insurance (where required).

The Contractor is not eligible for any employee benefits from the Client.

Contractor affirms that they maintain a separate and distinct business from Client.

Subcontracting:

The Contractor shall not subcontract any of the work under this Agreement without the prior written consent of the Client.

Use of Assistants or Associates: [Specify any restrictions or requirements regarding the Contractor’s use of assistants or associates]

Errors and Omissions Liability and Insurance:

The Contractor shall maintain professional liability insurance with coverage appropriate for accounting services in New York, with a minimum limit of [Dollar amount].

The Contractor shall provide the Client with a certificate of insurance upon request, including New York riders where applicable.

Breach of Contract:

Breach of this Agreement includes, but is not limited to, failure to comply with New York tax or accountancy regulations, late or incomplete deliverables, or loss or breach of confidential information.

Remedies for breach may include damages, specific performance, and attorney’s fees.

Termination:

Term: This Agreement shall commence on [Start date] and continue until [End date], unless terminated earlier as provided herein.

Option A: Termination for Cause: The Client may terminate this Agreement for cause (e.g., regulatory infraction, professional misconduct) upon [Number] days written notice to the Contractor.

Option B: Termination for Convenience: Either party may terminate this Agreement for convenience upon [Number] days written notice to the other party.

Upon termination, the Contractor shall return all client data and work files in a secure manner according to New York data protection standards.

Final payment shall be made within [Number] days of termination, subject to any deductions for outstanding issues.

Compliance with New York Laws:

The Contractor shall comply with all applicable New York State and City laws, including but not limited to New York State Accountancy Law, New York Labor Law, and local professional conduct standards.

If applicable, contractor must comply with NYS Cybersecurity Regulation (23 NYCRR 500).

Non-Solicitation and Non-Compete:

During the term of this Agreement and for a period of [Number] months following termination, the Contractor shall not solicit the Client's employees.

The Contractor shall not compete with the Client within a [Radius in miles] radius of the Client’s principal place of business in New York for a period of [Number] months following termination. This restriction is designed to protect Client’s legitimate business interests under New York law.

Governing Law and Dispute Resolution:

This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

Any dispute arising out of or relating to this Agreement shall be resolved first through negotiation, then mediation, and if necessary, binding arbitration in New York City.

Conflict of Interest Disclosure:

The Contractor shall disclose any potential conflicts of interest.

Force Majeure:

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to any cause beyond its reasonable control, including but not limited to acts of God, natural disasters specific to New York, war, terrorism, or government regulation.

Insurance:

The Contractor represents that they maintain proper insurance coverage, including general liability, professional liability, and cyber insurance (if handling client data), with policy limits of [Dollar amount].

Notices:

All notices under this Agreement shall be in writing and delivered to the addresses listed above.

Assignment:

This Agreement may not be assigned by either party without the prior written consent of the other party.

Audit Rights:

Client reserves the right to audit the contractor's records for verification of services and billing.

Notice and Opportunity to Cure:

The party alleging a breach shall provide the other party with written notice and an opportunity to cure the breach within [Number] days.

Entire Agreement:

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written, relating to the subject matter of this Agreement.

Appendices:

The following appendices are attached to and incorporated into this Agreement: [List any appendices, e.g., detailed scope of work, software specifications].

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Client Legal Name]

By: [Client Representative Name]

Title: [Client Representative Title]

[Contractor Legal Name]

By: [Contractor Name]

Title: [Contractor Title, e.g., Owner, Principal]