South Dakota accounting independent contractor agreement template

South Dakota Accounting Independent Contractor Agreement

This South Dakota Accounting Independent Contractor Agreement (the "Agreement") is made and entered into as of this [Date], by and between:

[Client Legal Name], a [Client Business Structure, e.g., Corporation] with its principal place of business at [Client Business Address], telephone number [Client Phone Number] and email address [Client Email Address] ("Client"),

and

[Contractor Legal Name], a [Contractor Business Structure, e.g., Sole Proprietorship] with its principal place of business at [Contractor Business Address], telephone number [Contractor Phone Number] and email address [Contractor Email Address] ("Contractor").

1. Scope of Services

Contractor agrees to provide the following accounting services to Client:

• Option A: Bookkeeping services, including but not limited to, recording financial transactions, reconciling bank statements, and preparing monthly financial reports.
• Option B: Payroll processing services, including but not limited to, calculating and processing payroll, preparing payroll tax returns, and managing employee benefits administration.
• Option C: Tax return preparation and filing services, including but not limited to, preparing federal and South Dakota tax returns for [Client Tax Type, e.g., C-Corp, S-Corp, Individual].
• Option D: Financial statement preparation, including preparing balance sheets, income statements, and cash flow statements in accordance with Generally Accepted Accounting Principles (GAAP).
• Option E: Audit support, including providing documentation and assistance during audits conducted by independent auditors or regulatory agencies.
• Option F: Regulatory compliance consulting regarding South Dakota sales tax or other applicable state and federal regulations.
• Option G: Customized advisory services, including [Description of Advisory Services].

Service Level Expectations: [Detailed Description of Service Levels, Deliverables, Deadlines, Reporting Obligations, and Meeting Frequency].

2. Service Period

• Option A: The term of this Agreement shall commence on [Start Date] and shall continue until [End Date].
• Option B: This is an ongoing engagement, commencing on [Start Date], subject to termination as provided herein.
• Option C: This is a retainer arrangement, commencing on [Start Date], with monthly fees as outlined in Section 5.

Extension Terms: [Description of Extension Terms, if any].

3. Work Location

• Option A: Services shall be performed remotely by the Contractor.
• Option B: Services shall be performed on-site at the Client's business premises located at [Client Business Address].
• Option C: Services shall be performed at the Contractor's business premises located at [Contractor Business Address].
• Option D: A combination of remote and on-site services will be provided as needed, with on-site presence required for [Specific On-site Requirements, e.g., audits, document reviews].

Remote access protocols: [Description of Remote Access Protocols and Secure Data Handling Procedures].

4. Client Information and Records

Client shall provide Contractor with all necessary materials, working papers, records, and information required to perform the services. Contractor shall maintain secure and organized record-keeping in accordance with South Dakota Board of Accountancy regulations and IRS guidelines.

Procedures for return or destruction of client documents: [Detailed Description of Procedures].

5. Fees and Payment

• Option A: Hourly rate: The Client shall pay the Contractor at an hourly rate of [Hourly Rate] per hour.
• Option B: Fixed project fee: The Client shall pay the Contractor a fixed fee of [Fixed Fee Amount] for the completion of the services described in Section 1.
• Option C: Retainer fee: The Client shall pay the Contractor a retainer fee of [Retainer Fee Amount] per month for the services described in Section 1.
• Option D: Result-based fee: The Client shall pay the Contractor [Fee Structure Description] based on the successful achievement of [Specific Goals or Metrics].

Payment terms and schedule: [Detailed Payment Terms and Schedule, including invoice submission requirements].

Late fees or interest: [Description of Late Fees or Interest, complying with South Dakota legal limits].

Responsibility for taxes: Contractor is solely responsible for all applicable federal, South Dakota, and local taxes. Client will issue Form 1099-NEC, if required.

6. Independent Contractor Status

Contractor is an independent contractor and not an employee of the Client. Contractor is not entitled to any employee benefits, including but not limited to, health insurance, vacation time, or retirement benefits. Contractor is responsible for paying all employment taxes, license fees, insurance premiums, and making required filings. Contractor is not eligible for workers’ compensation or unemployment benefits through the Client.

7. Ownership of Work Product and Confidentiality

All work product, prepared reports, client data, and analysis are the exclusive property of the Client. Contractor shall maintain the confidentiality of all Client information in accordance with the AICPA Code of Professional Conduct, South Dakota's Uniform Trade Secrets Act, and industry best practices.

Confidentiality obligations: [Detailed Description of Confidentiality Obligations, including compliance with IRS and local privacy laws].

8. Conflicts of Interest

Contractor shall not engage in any activity that creates a conflict of interest with the Client. Contractor shall promptly disclose any potential conflicts of interest to the Client.

Remedies for breach: [Description of Remedies for Breach of Conflict of Interest Provisions].

9. Subcontracting and Licensure

Contractor shall not subcontract any core accounting work without the Client's prior written consent. If Contractor is providing services requiring a CPA or other credential, Contractor warrants their licensure and good standing with the South Dakota Board of Accountancy.

Licensure details: [Contractor's License Number and Expiration Date, if applicable].

Professional liability insurance: [Description of Professional Liability Insurance Coverage].

Continuing education: Contractor is responsible for maintaining required continuing education as required by the South Dakota Board of Accountancy.

10. Liability and Indemnification

Contractor shall be liable for any negligent acts, errors, data breaches, tax compliance mistakes, regulatory violations, or service delays.

Limits of liability: [Description of Limits of Liability as allowed by South Dakota law].

Remedies for client damages: [Description of Remedies for Client Damages].

Insurance requirements: Contractor shall maintain professional liability/E&O insurance coverage of at least [Coverage Amount].

11. Compliance with Laws

Contractor shall comply with all applicable South Dakota laws, IRS rules, ethical standards, anti-fraud and anti-money laundering policies. Contractor shall cooperate with audits or regulatory reviews.

12. Termination

• Option A: Either party may terminate this Agreement upon [Number] days written notice to the other party.
• Option B: Client may terminate this agreement immediately for breach of contract or nonperformance by the Contractor.

Grounds for termination for breach or nonperformance: [Detailed Description of Grounds for Termination].

Settlement of fees: [Description of Settlement of Fees upon Termination].

Transfer of work in progress: [Description of Transfer of Work in Progress upon Termination].

Post-termination access to records or transition support: [Description of Post-Termination Access to Records or Transition Support].

13. Amendments

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

Electronic signatures: Electronic signatures shall be enforceable under South Dakota's Uniform Electronic Transactions Act.

14. Dispute Resolution

Any disputes arising under this Agreement shall first be subject to good faith negotiation. If negotiation fails, the parties shall attempt mediation. If mediation is unsuccessful, the parties agree to submit the dispute to arbitration or litigation.

Governing law and forum: This Agreement shall be governed by and construed in accordance with the laws of the State of South Dakota. The exclusive forum for any litigation shall be the courts of South Dakota, [Specify County] County.

15. General Provisions

Contractor acknowledges that they are an independent contractor and have no authority to bind the Client. Contractor shall maintain all necessary business registrations, including a South Dakota sales tax license, if applicable, and registration with the South Dakota Department of Revenue, if applicable.

Additional provisions: [Data backup practices, workpaper retention periods, secure communication methods, schedule for periodic client review meetings, procedures for handling IRS or state tax notices].

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

[Client Legal Name]

By: [Client Authorized Signature]

Name: [Client Printed Name]

Title: [Client Title]

[Contractor Legal Name]

By: [Contractor Signature]

Name: [Contractor Printed Name]

Title: [Contractor Title]