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CPA Services Agreement

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CPA SERVICES AGREEMENT

This CPA Services Agreement ("Agreement") is entered into as of by and between Client Name: whose principal place of business is and CPA Firm Name: whose principal place of business is (collectively, the "Parties").

RECITALS

WHEREAS, Client desires to retain CPA Firm to provide certain accounting, tax, consulting and related professional services as set forth herein; and

WHEREAS, CPA Firm represents that it is duly licensed, qualified and experienced to perform such services and agrees to provide such services under the terms and conditions of this Agreement; and

WHEREAS, the Parties desire to set forth their respective rights and obligations with respect to the performance of services and compensation for such services.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Parties agree as follows:

1. Engagement

Client hereby engages CPA Firm, and CPA Firm accepts such engagement, to provide the professional services described in Section 2 below (the "Services") on the terms and conditions set forth in this Agreement.

2. Services

CPA Firm shall provide professional accounting and advisory services, which may include tax preparation, audit and assurance support, compilation/financial statement preparation, bookkeeping, payroll consulting, and other related services expressly agreed in writing by the Parties. Specific deliverables and scope shall be as follows:

The Parties may, by written amendment hereto, add or remove specific services. Any additional services not explicitly set forth in the Services Description shall require written authorization and may be subject to additional fees.

3. Term; Termination

The term of this Agreement shall commence on the Effective Date and shall continue until terminated by either Party upon thirty (30) days' prior written notice to the other Party. Either Party may terminate immediately for cause if the other Party materially breaches any obligation hereunder and fails to cure such breach within fifteen (15) days after written notice of the breach.

4. Compensation; Payment Terms

Client shall pay CPA Firm fees in accordance with the fee schedule agreed by the Parties. Fees are due within thirty (30) days of invoice unless otherwise agreed in writing. Overdue amounts shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

5. Expenses; Reimbursement

Client shall reimburse CPA Firm for reasonable out-of-pocket expenses incurred in connection with the performance of the Services, including but not limited to filing fees, courier charges, and third-party reporting fees, provided that CPA Firm obtains Client's prior written approval for any single expense exceeding the amount set forth below.

6. Confidentiality

"Confidential Information" means non-public business, financial, technical or other information disclosed by either Party to the other in connection with this Agreement. CPA Firm will retain in confidence and will not disclose Confidential Information except as required by law or court order, or as necessary to perform the Services. The obligations in this Section do not apply to information that (a) is or becomes generally available to the public through no fault of the receiving Party, (b) was lawfully in the receiving Party's possession prior to disclosure, or (c) is independently developed by the receiving Party without use of the other Party's Confidential Information.

7. Work Product; Records Retention

All work product, including reports, analyses, compilations and related materials prepared by CPA Firm in connection with the Services, shall be the property of Client upon payment in full of all fees due with respect to such work product, except that CPA Firm shall retain its internal workpapers and privileged communications, which shall remain the sole property of CPA Firm. CPA Firm may retain copies of Client deliverables for its records.

8. Independent Contractor

CPA Firm is an independent contractor and not an employee, partner or agent of Client. CPA Firm shall be solely responsible for payment of its employees' salaries, benefits, taxes and withholdings, and for compliance with all applicable laws relating to its business and personnel.

9. Insurance

During the term of this Agreement CPA Firm shall maintain professional liability insurance in an amount sufficient to cover claims arising from the Services. Upon request, CPA Firm shall provide evidence of such insurance to Client.

10. Indemnification

Each Party (the "Indemnifying Party") shall indemnify and hold harmless the other Party and its officers, directors and employees (collectively, the "Indemnified Parties") from and against any and all losses, damages, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of third-party claims to the extent caused by the Indemnifying Party's gross negligence, willful misconduct, or material breach of this Agreement.

11. Limitation of Liability

EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUD, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF CPA FIRM ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CLIENT TO CPA FIRM UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE CLAIM.

12. Dispute Resolution

The Parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement through negotiation between executive representatives. If the dispute is not resolved within thirty (30) days, the Parties shall submit the dispute to binding arbitration before a single neutral arbitrator mutually selected by the Parties. The arbitration shall be conducted in the county of the governing law state set forth in Section 17, unless otherwise agreed in writing.

13. Notices

All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified mail (return receipt requested), or when sent by nationally recognized overnight courier service, to the addresses below or such other address as a Party may designate by notice pursuant to this Section.

14. Amendments; Waiver

No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties. No failure or delay by either Party in exercising any right under this Agreement shall operate as a waiver of such right.

15. Governing Law; Venue

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflict of laws. Venue for any non-arbitral litigation shall lie exclusively in the state or federal courts located in that state.

16. Severability

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

17. Counterparts; Electronic Signatures

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Signatures delivered by electronic transmission shall be effective as originals.

18. Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and understandings, whether written or oral, relating thereto.

Client

Printed Name:

By:

Date:

CPA Firm

Printed Name:

By:

Date:

Enter text✕

What a CPA Services Agreement Is and When it Applies

A CPA Services Agreement is a written contract that defines the scope, deliverables, fees, timelines, and responsibilities between a certified public accountant or accounting firm and a client. It typically covers services such as tax preparation, bookkeeping, audit review, consulting, payroll processing, and representation before tax authorities. The agreement clarifies billing terms, confidentiality and data handling, limits of liability, engagement termination, and governing law. Well-drafted CPA Services Agreements reduce misunderstanding, set expectations for both parties, and support compliance with professional standards and regulatory obligations.

Why a Clear CPA Services Agreement Matters

A written agreement protects both the CPA and client by documenting the scope of work, fees, timelines, and responsibilities. It reduces dispute risk, supports regulatory compliance, and creates an audit trail for billing and professional standards.

Why a Clear CPA Services Agreement Matters

Which Parties Commonly Use a CPA Services Agreement

Typical users include independent CPAs, accounting firms, business owners, nonprofit treasurers, and individual taxpayers who need formal engagement terms.

  • Accounting firms that provide recurring bookkeeping, payroll, or tax services for multiple clients
  • Small and medium business owners contracting one-off or ongoing tax and advisory work
  • Individuals with complex tax situations who require written engagement terms

Clear signatory roles and authority reduce delays and support enforceability when disputes or regulatory reviews occur.

Core Clauses to Include in a Professional CPA Services Agreement

A comprehensive agreement should define parties, services, fees, timing, confidentiality, liability, and termination mechanics to avoid ambiguity and meet professional and legal expectations.

Parties

Full legal names of the CPA entity and the client, including business type and state of formation, to tie obligations to legal entities.

Scope

Detailed description of services (e.g., tax returns, bookkeeping, audits) with explicit exclusions to prevent scope creep and billing disputes.

Fees

Billing method (hourly, fixed, retainer), payment terms, late fees, and third-party costs such as filing fees or subcontractor expenses.

Confidentiality

Nondisclosure terms addressing client data protection, permitted disclosures, and data-handling measures consistent with professional standards.

Liability

Limitations of liability, indemnities, and insurance requirements that align with state law and professional liability policies.

Termination

Grounds for termination, notice periods, final billing, and transition assistance such as delivery of client files.

Step-by-Step: Completing and Executing the CPA Services Agreement

Follow these steps to prepare, review, sign, and distribute a valid CPA Services Agreement efficiently.

  • 01
    Draft: Prepare the full agreement with clear scope and fee terms.
  • 02
    Review: Client and CPA review wording, ask clarifying questions, and sign-off on responsibilities.
  • 03
    Sign: Execute signatures using an accepted method and capture signer attribution.
  • 04
    Distribute: Provide fully executed copies to all parties and retain originals for records.

Customizing an Online Signing Workflow for a CPA Services Agreement

Configure fields and authentication to match the engagement risk level and regulatory requirements before sending for signature.

Document Template Settings Save a reusable template with locked scope and fees.
Signature Fields Place signature, date, and initial fields for each signer.
Authentication Level Select email, SMS code, or advanced authentication as appropriate.
Conditional Fields Use conditional logic for optional services or fee schedules.
Audit Trail Options Enable full timestamps, IP logs, and completion certificates.

Where to Send or File the Executed Agreement

Decide distribution and storage destinations before signing so recipients and recordkeeping are consistent and defensible.

  • Client Records: Deliver a signed copy to the client's secure file system or email.
  • Firm Records: Store in the CPA firm's document management system with access controls.
  • External Parties: Send copies to lenders or third parties only if authorized in writing.
  • Regulatory Filings: Retain originals; only file with regulators if specifically required.

Digital Signing and Security Considerations for CPA Agreements

Use an eSignature platform that supports legal evidence, audit trails, and appropriate signer authentication for financial documents.

  • Authentication: Email, SMS, or stronger methods.
  • Audit Trail: Timestamps, IP, and action logs.
  • Data Storage: AES-256 encrypted at rest.

Ensure the chosen platform meets ESIGN/UETA requirements and any industry-specific compliance such as HIPAA when protected health information is involved.

Common Timelines, Deadlines, and Processing Expectations

Be explicit about deadlines and turnaround expectations in the agreement to avoid service disputes and ensure time-sensitive filings are met.

Engagement Start Date:

Effective date controls when services begin.

Deliverables Schedule:

Specify delivery dates or intervals for reports and returns.

Tax Filing Deadlines:

CPA should note client filing deadlines and extensions.

Termination Notice:

Define notice period for contract termination.

Invoice Payment Terms:

State payment due date and late fee timing.

Common Mistakes to Avoid When Preparing the Agreement

  • Vague scope descriptions that lead to unpaid additional work and disputes over whether tasks are included
  • Omitting who owns working papers, deliverables, or data after termination, creating confusion during transitions
  • Failing to specify billing increments, third-party costs, or retainer replenishment, which causes invoicing disagreements
  • Using unsigned or partially signed copies without a clear retention and distribution policy that undermines enforceability

Penalties and Risks from Errors or Missing Terms

Contract Disputes: Litigation exposure
Regulatory Scrutiny: State board review
Tax Filing Errors: IRS penalties
Breach of Confidentiality: Reputational harm
Unclear Authority: Invalid signatures
Missing Insurance: Uninsured claims

Security and Compliance Elements to Specify

Encryption: TLS 1.2/1.3 in transit
Data at Rest: AES-256 encryption
Audit Trail: Complete timestamp logs
Certifications: SOC 2 Type II
Regulatory Support: ESIGN and UETA
Healthcare: HIPAA (BAA required)

Comparing eSignature Options for Executing CPA Services Agreements

Price and feature differences affect cost and compliance; the table shows typical starting prices and select capabilities across vendors.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes Yes Yes Yes Yes
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 env/user/yr Varies Varies Varies

FAQs and Troubleshooting for CPA Services Agreements

Answers to frequent questions about signing, enforceability, amendments, and recordkeeping for CPA engagement contracts.


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