Virginia accounting independent contractor agreement template

Virginia Accounting Independent Contractor Agreement

This Virginia Accounting Independent Contractor Agreement (the “Agreement”) is made and entered into as of this [Date], by and between [Client Legal Name], with a business address at [Client Business Address], phone number [Client Phone Number], and email address [Client Email Address] (hereinafter referred to as "Client"), and [Contractor Legal Name], with a business address at [Contractor Business Address], phone number [Contractor Phone Number], and email address [Contractor Email Address] (hereinafter referred to as "Contractor").

Services

Option A: The Contractor shall provide the following accounting services to the Client: [Detailed Description of Services, including but not limited to: Financial statement preparation, Tax return preparation and filing (federal, Virginia state, and local), Payroll services, Bookkeeping, Audit support, Internal controls assessment, Compliance consulting, Budgeting, Advisory services, Scope, Deliverable standards, Documentation, Milestones, Performance Metrics, Deadlines].

Option B: The Contractor shall provide accounting services to the Client as detailed in Exhibit A, attached hereto and incorporated by reference.

Option C: Other: [Specify other services].

Work Location

Option A: The services shall be performed remotely.

Option B: The services shall be performed at the Client’s place of business located in Virginia at [Client Business Address]. On-site visits are expected [frequency/schedule].

Option C: The services will be performed at [Specific location].

Option D: A combination of remote and on-site work as follows: [Detailed description of on-site/remote split, data access, security protocols].

Compensation

Option A: The Client shall pay the Contractor an hourly rate of [Dollar Amount] per hour.

Option B: The Client shall pay the Contractor a fixed fee of [Dollar Amount] per project, as defined in Exhibit A.

Option C: The Client shall pay the Contractor a retainer fee of [Dollar Amount] per [Time Period].

Option D: Other: [Specify other compensation structure].

Minimum billing increments are [Billing Increment].

Reimbursable expenses [are included/are not included]. If included, expense approval requirements are: [Expense Approval Requirements].

Invoicing frequency: [Frequency: e.g., monthly, bi-weekly]. Required supporting documentation: [e.g., Timesheets, Expense receipts].

Virginia sales tax/tax withholding: [Applicable/Not Applicable. If applicable, specify details.]

Payment Terms

The Client shall pay the Contractor within [Number] days of receipt of a valid invoice. Acceptable payment methods: [Payment Methods: e.g., Check, ACH transfer].

Late payment consequences: [Interest rate and/or penalties for late payment].

Escalation steps for unresolved payment disputes: [Description of escalation process].

Ownership of Work Product

All work product, client records, and reports prepared by the Contractor shall be the exclusive property of the Client. Upon termination of this Agreement, the Contractor shall promptly return all such materials to the Client and shall not retain any copies, except as required by law or professional licensing rules.

Confidentiality

The Contractor agrees to maintain the confidentiality of all Client information, consistent with the regulations of the Virginia Board of Accountancy (VBOA), and applicable Virginia data privacy statutes. The Contractor shall immediately report any security breaches to the Client.

Independent Contractor Status

The Contractor is an independent contractor and not an employee, partner, or agent of the Client. The Contractor is responsible for all self-employment taxes, professional licensing, insurance (including professional liability insurance meeting VBOA standards), and compliance with all city/county business registration and occupational tax requirements in Virginia.

Contractor warrants that they maintain an in-force state license and continuing education as required under VBOA regulations and that no suspension or disciplinary action exists at the time of engagement.

Professional and Ethical Standards

The Contractor shall adhere to the AICPA Code of Professional Conduct, VBOA statutes, Virginia anti-fraud and anti-money laundering requirements, and mandatory reporting obligations of suspicious activities as prescribed by Virginia law.

Subcontracting

The Contractor shall not delegate or subcontract any accounting tasks without the prior written consent of the Client. If subcontracting is permitted, any subcontractors must be Virginia-licensed and bound to all confidentiality and compliance terms herein.

Liability and Indemnification

The Contractor shall be liable for errors, omissions, negligent acts, data breaches, failure to meet statutory deadlines, intentional misconduct, or breach of confidentiality. The Contractor shall indemnify and hold harmless the Client from any claims arising from such acts or omissions.

Monetary cap on liability: [Dollar Amount].

Minimum professional liability insurance coverage: [Dollar Amount].

Termination

This Agreement may be terminated as follows:

Option A: Upon completion of the services.

Option B: Upon expiration of a fixed contract period of [Number] months/years.

Option C: By either party for cause, with [Number] days written notice.

Option D: By either party for convenience, with [Number] days written notice.

Upon termination, the Contractor shall provide a prorated fee settlement, return all client records and data, and cooperate in transitioning work to another provider.

Non-Solicitation and Non-Competition

During the term of this Agreement and for a period of [Number] months/years following termination, the Contractor shall not solicit or attempt to solicit any clients of the Client located within [Geographic Area] with whom the Contractor had direct contact during the term of this Agreement.

"Client" is defined as [Define "Client" for non-solicitation purposes].

Carve-outs for regulatory compliance: [Specify any exceptions to non-solicitation/non-compete due to regulatory requirements].

Notification of Professional Issues

The Contractor shall promptly notify the Client of any professional complaints, investigations, or litigation that could impact the Contractor’s ability to render accounting services in Virginia.

Amendment

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

Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral.

Severability

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

Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the waiver is sought to be enforced.

Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement if such failure is caused by a force majeure event.

Assignment

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

Dispute Resolution

The parties agree to attempt to resolve any disputes arising under this Agreement through good faith negotiation. If negotiation fails, the parties agree to participate in voluntary mediation in Virginia. If mediation fails, any remaining disputes shall be resolved by binding arbitration in Virginia [or litigation in a designated Virginia state court], in accordance with the rules of the American Arbitration Association. Virginia law shall govern this Agreement. The prevailing party shall be entitled to recover its reasonable attorney's fees.

Compliance with Laws

The Contractor shall comply with all applicable Virginia and industry-specific regulations, including VBOA rules, the Virginia Uniform Electronic Transactions Act (if e-signatures are used), federal and Virginia state tax and identity verification requirements, and local ordinances or business license conditions relevant to the specific locality.

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

[Client Legal Name]

By: [Client Signature]

Name: [Client Printed Name]

Title: [Client Title]

[Contractor Legal Name]

By: [Contractor Signature]

Name: [Contractor Printed Name]