Oregon accounting independent contractor agreement template

Oregon Accounting Independent Contractor Agreement

This Oregon Accounting Independent Contractor Agreement is made and entered into as of [Date] by and between:

[Client Name], a [Client Business Structure, e.g., Oregon Corporation] with its principal place of business at [Client Address], and if applicable, Oregon business registry number [Client Business Registry Number] (hereinafter referred to as "Client"),

and

[Contractor Name], residing at [Contractor Address], and if applicable, doing business as [Contractor Assumed Business Name], with Oregon business registry number [Contractor Business Registry Number] (hereinafter referred to as "Contractor").

1. Scope of Accounting Services

Option A: The Contractor shall provide the following accounting services to the Client: [Detailed description of services, including Oregon-specific tax compliance, state/local tax returns, payroll filings, financial statement preparation, financial auditing, account reconciliation, accounting system setup/maintenance, recordkeeping per Oregon administrative requirements, and compliance consulting with Oregon statutes and regulations. Be specific, e.g., monthly bookkeeping, quarterly payroll tax filing, annual corporate tax return preparation for Oregon.]

Option B: The Contractor will perform the services described in Schedule A attached hereto, which is incorporated by reference. Any changes to the scope of services must be mutually agreed upon in writing.

2. Service Deliverables and Performance Standards

Option A: The Contractor shall deliver the following deliverables according to the specified schedule: [List deliverables, e.g., Monthly Profit & Loss Statements by the 15th of each month, Quarterly payroll tax returns by the filing deadline, etc.]. All deliverables must meet generally accepted accounting principles (GAAP) and comply with all applicable Oregon laws and regulations.

Option B: Service performance will be evaluated based on the following criteria: [Define key performance indicators (KPIs), quality standards, format, and frequency of reporting, detailed descriptions of milestones, deadlines, and periodic review meetings. For example: accuracy rate of financial records, timeliness of tax filings with Oregon Department of Revenue, client satisfaction.]

3. Place and Method of Service Performance

Option A: The services will be performed [on-site at Client's location in Oregon, off-site, remotely, or a combination]. If on-site, the Contractor shall adhere to Client's workplace policies.

Option B: If services are performed remotely, the Contractor is responsible for maintaining a secure work environment and ensuring the confidentiality of Client's data, in compliance with the Oregon Uniform Trade Secrets Act and the Oregon Consumer Identity Theft Protection Act. Secure data transfer and storage methods must be utilized.

The Contractor must use [Specific software or security measures] to protect Client data.

4. Compensation

Option A: The Client shall pay the Contractor at an hourly rate of [Hourly Rate] per hour.

Option B: The Client shall pay the Contractor a fixed fee of [Fixed Fee] per project as defined in Section 1.

Option C: The Client shall pay the Contractor a monthly retainer of [Retainer Amount].

Invoicing requirements: The Contractor shall submit invoices [Frequency, e.g., monthly] detailing services rendered and hours worked, if applicable. Invoices shall be sent to [Invoice Recipient and Email Address].

Payment Schedule and Method: Payments shall be made within [Number] days of receipt of invoice via [Payment Method, e.g., check, ACH].

Reimbursement Policy: The Contractor will be reimbursed for reasonable and documented business expenses pre-approved by the Client, such as [Examples of reimbursable expenses relevant to Oregon, e.g., travel to client site in Oregon].

Late Payment Penalties: Late payments shall accrue interest at a rate of [Interest Rate]% per month, up to the maximum allowable rate under Oregon law. Contractor is solely responsible for payment of all applicable Oregon state income tax, local business license tax obligations, and OCCF withholding (if a nonresident entity).

5. Intellectual Property

Option A: All work product created by the Contractor in connection with this Agreement shall be owned by the Client.

Option B: The Contractor retains ownership of pre-existing intellectual property. However, the Client shall have a non-exclusive license to use such intellectual property to the extent necessary for the use of the deliverables.

Data Ownership: Client owns all client data, records and financial information. Upon termination, Contractor must return or destroy all confidential information in compliance with Oregon's privacy and confidentiality statutes governing financial data and client information.

6. Independent Contractor Status

The parties agree that the Contractor is an independent contractor and not an employee or agent of the Client. No employment or agency relationship exists under Oregon law.

The Contractor is responsible for all self-employment taxes, Oregon state taxes, insurance (including, if applicable, professional liability, general liability, or workers’ compensation if electing coverage), licensing, bonded status if required for public accounting in Oregon, and compliance with all Oregon Board of Accountancy rules. The Contractor bears sole obligation for all federal and Oregon state/local tax filings, estimated payments, and business registry compliance. The Contractor shall indemnify the Client from any claim arising from the Contractor’s failure to satisfy tax or regulatory requirements.

7. Liability

The Contractor shall be liable for any damages resulting from the Contractor's breach of this Agreement, including but not limited to missed deadlines, inaccuracies, negligent services, breach of confidentiality, and compliance failures per Oregon law. Legal indemnification is provided for audit deficiencies or client loss due to contractor error. Remedies for violation include [Specific remedies, e.g., monetary damages, specific performance].

Limitation of Liability: The Contractor’s liability shall be limited to [Dollar Amount or Method of Calculation], except in cases of willful misconduct or gross negligence under Oregon law.

8. Termination

This Agreement shall expire on [Expiration Date].

Either party may terminate this Agreement prior to the expiration date by providing [Number] days written notice.

For-cause termination: The Client may terminate this Agreement immediately for cause, including but not limited to breach of this Agreement or regulatory non-compliance. Procedures for transitioning client records and deliverables, issuing final accounting and payment, and post-termination confidentiality obligations are as follows: [Detailed procedure for handover].

9. Dispute Resolution

This Agreement shall be governed by the laws of the State of Oregon.

Any dispute arising out of or relating to this Agreement shall be resolved through good-faith negotiation. If negotiation fails, the parties agree to mediation in [Oregon Venue].

If mediation fails, any remaining dispute shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association, or exclusive jurisdiction in Oregon courts. Attorney fees and costs shall be awarded to the prevailing party in accordance with Oregon statutes.

10. Representations and Warranties

The Contractor represents and warrants that they are appropriately licensed or registered to provide accounting services under Oregon law and are not prohibited or suspended by the Oregon Board of Accountancy.

The Contractor represents and warrants that all services and advice will comply with Oregon and federal laws, industry codes of ethics, and anti-fraud, anti-money laundering and continuing education requirements (CPE), as applicable.

11. Non-Solicitation and Non-Circumvention

The Contractor agrees not to solicit or attempt to solicit any of the Client's employees or customers for a period of [Number] years following the termination of this Agreement, to the extent allowed under Oregon Revised Statutes for non-competes with independent contractors.

12. Amendments

This Agreement may be amended only by a written instrument signed by both parties.

13. Notices

All notices required or permitted under this Agreement shall be in writing and shall be deemed effectively given upon personal delivery or when sent by certified mail, return receipt requested, to the addresses set forth above. Acceptable methods per Oregon contract law: [Specify methods such as email with read receipt].

14. Severability

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

15. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written. This written contract is comprehensive and cancels any prior oral or written agreements.

16. Supplementary Provisions

The Contractor shall provide the Client with a certificate of insurance evidencing [Required Insurance, e.g., Professional Liability Insurance].

The Contractor shall provide documentation of bonded status if required for public accounting in Oregon.

The Contractor acknowledges receipt of [Handbook or Policy Name] if applicable. The contractor is required to provide [Oregon specific business license documentation] and comply with local city/county business codes.

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

____________________________

[Client Name]

____________________________

[Contractor Name]