Business QB Document

BUSINESS QB DOCUMENT

This Business QB Document (the "Agreement") is entered into as of Effective Date: by and between Provider Name: and Client Name: .

WHEREAS

WHEREAS, Provider will perform accounting-support and bookkeeping integration services, including setup, mapping, reconciliation, and ongoing data maintenance relating to Client's QuickBooks system and supporting financial processes;

WHEREAS, Client desires to engage Provider to perform such services under the terms and conditions set forth in this Agreement, and Provider has represented that it possesses the qualifications, experience, and staff necessary to provide the services described herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, the parties agree as follows:

1. SCOPE OF WORK

Provider shall perform the services described in the Scope of Work in a professional manner consistent with industry standards. Provider will furnish all labor, supervision, tools, and materials necessary to complete the services except as expressly identified as Client responsibilities within the Scope of Work.

2. PAYMENT TERMS

Payments are due in accordance with the Payment Schedule. Unpaid amounts shall accrue interest at the Late Fee rate identified above, compounded monthly, or the maximum rate permitted by law, whichever is lower. Client shall also reimburse Provider for reasonable collection costs, including attorneys' fees, incurred to collect overdue amounts.

3. TERM AND TERMINATION

Term Commencement: This Agreement commences on Start Date: and shall continue until End Date: , unless earlier terminated as provided herein.

Either party may terminate this Agreement for cause upon material breach by the other party if such breach remains uncured for the Notice Period specified above after written notice. Either party may also terminate without cause upon the expiration of the Notice Period by providing written notice to the other party. Termination does not relieve Client of payment obligations for services performed prior to termination or for work performed in fulfillment of non-cancelable obligations incurred by Provider.

4. CONFIDENTIALITY

"Confidential Information" means all nonpublic business, technical, financial and other information disclosed by one party ("Disclosing Party") to the other ("Receiving Party") in connection with this Agreement, whether oral, written, electronic, or otherwise, including but not limited to accounting records, financial data, client lists, trade secrets, and system access credentials.

The Receiving Party shall (a) use Confidential Information solely for the performance of this Agreement; (b) restrict disclosure to employees, contractors, and advisors on a need-to-know basis who are bound by confidentiality obligations no less protective than those herein; and (c) take commercially reasonable measures to protect Confidential Information from unauthorized access or disclosure. Confidential Information shall not include information that is or becomes publicly available without breach of this Agreement, was rightfully in the Receiving Party's possession prior to disclosure, or is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information.

The confidentiality obligations set forth in this section shall survive termination or expiration of this Agreement for a period of three (3) years, except for trade secrets which shall remain confidential for as long as they qualify as trade secrets under applicable law.

5. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state specified above, without regard to its principles of conflict of laws. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in that state for resolution of any disputes arising under this Agreement.

6. ENTIRE AGREEMENT

This Agreement, including the Scope of Work and any written exhibits or attachments executed by the parties, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether oral or written. Any modification or amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

7. ADDITIONAL PROVISIONS

7.1 Independent Contractor. Provider is an independent contractor and not an employee, agent, or partner of Client. Provider shall be responsible for all taxes and withholdings on compensation payable to Provider.

7.2 Indemnification. Each party agrees to indemnify, defend, and hold harmless the other party from and against any third-party claims, liabilities, damages, losses, and expenses arising out of the indemnifying party's breach of this Agreement, negligence, or willful misconduct.

NOTICES

Notices shall be in writing and delivered by hand, certified mail (return receipt requested), or reputable overnight courier to the addresses provided above, or to such other address as a party may designate by notice to the other.

Sign Now