anyone who engages in our services or obtains products through our firms has read and agreed to the following terms and conditions.
1. This agreement is made between Lockhart Professional Services, and the client “Client or You” who engages our firm for services or products.THE SCOPE OF OUR ENGAGEMENT WITH THE CLIENT IS DETERMINED IN THE ENGAGEMENT LETTER, HEREIN INCLUDED BY REFERENCE.
2. RESPONSIBILITIES OF LOCKHART AND CLIENT.
Lockhart will perform the services called for under this agreement, keep Client informed of progress and developments, and respond within twenty-four hours to Client’s inquiries and communications, excluding weekends and holidays. Client will be truthful and cooperative with Lockhart, keep Lockhart reasonably informed of developments and of Client’s address, telephone numbers, email addresses, and timely make any payments required by this agreement. Client can keep Lockhart reasonably informed of developments by reviewing and updating Exhibit B, herein included by reference, on a quarterly basis or when information changes.
Our work (whether consultation, tax return, tax plan, or related product) is based on data you provide. We are not responsible to audit or verify the data that you give to us. We may ask for clarification of your data or additional information. We are not responsible to discover fraud or other irregularities, should any exist. We may render the accounting/bookkeeping necessary to complete your work. We will use our professional judgment in resolving questions where the law is unclear, or where there may be conflicts between the taxing authorities’ interpretations of the law and other supportable positions. We will resolve such questions in your favor wherever possible unless otherwise instructed by you. However, any information or communications conveyed by Lockhart Professional Services is not intended to constitute legal advice, and is not a substitute for obtaining legal advice from a qualified attorney.
If, during our work, we discover information that affects prior-year tax returns, we will make you aware of the facts. However, we cannot be responsible for identifying all items that may affect prior-year returns. If you become aware of such information during the year, please contact us to discuss the best resolution of the issue. We will be happy to prepare appropriate amended returns as a separate engagement.
The IRS permits you to authorize us to discuss, on a limited basis, aspects of your return for one year after the return’s due date. Your consent to such a discussion is evidenced by checking a box on the return. Unless you tell us otherwise, we will check that box authorizing the IRS to discuss your return with us.
3. RESPONSIBILITY OF CLIENT.
To provide all of the information required for a complete and accurate finished product, to provide this information in a timely manner, to retain, with the completed work, all the documents, cancelled checks and other data that form the basis of income and deductions since you may later have to provide them to a taxing authority. Carefully review all work completed by our office before you sign.
If you elect not to E-File your tax returns, you have the final responsibility of submitting your tax returns to the appropriate taxing authority. You have the final responsibility for anything submitted to or prepared for a taxing authority, or Government Agency. Lockhart Professional Services is not responsible for late or delayed submissions to taxing authorities, if the Client did not provide the information to Lockhart Professional Services in a timely manner.
It is your obligation to provide us with accurate and complete information, including income from sources outside of the United States of America.
The client is responsible for maintaining current information with our firm in regards to addresses, phone numbers, email address, etc., for themselves and any added authorized persons. Clients can update their information by sending an email to email@example.com. If the client or a member of their management staff changes their information without previously informing our firm, the client will indemnify Lockhart from any lost communications or late filings.
You are responsible for maintaining adequate documentation to substantiate the accuracy and completeness of your tax returns, and other accounting records. You should retain all documents that provide evidence and support for reported income, credits, and deductions on your returns as required under tax law. You are responsible for the adequacy of all such documents. You represent that you have such documentation and can produce it if needed to respond to any audit or inquiry by taxing authorities. You agree to hold us harmless with respect to any additional taxes, penalties, or interest imposed on you by taxing authorities resulting from the disallowance of tax deductions due to inadequate documentation.
You are responsible for maintaining copies of your completed tax returns as required under tax law. You may elect to receive an electronic or hard copy of your return upon completion. If you elect to receive an electronic copy of your return, you are responsible for maintaining a copy of your return for your records. We may agree to provide additional copies of your return for a fee. You may also obtain additional copies of your filed returns from the IRS.
Unless we are otherwise advised, you are responsible for confirming that personal expenses, if any, are segregated from business expenses and expenses such as meals, travel, entertainment, vehicle use, gifts, and related expenses, are supported by necessary records required by the IRS and other taxing authorities. At your request, we are available to answer your questions and advise you on the types of supporting records required.
You are responsible for obtaining Forms I-9, Employment Eligibility Verification Form, from each new employee at the time of employment. In addition, Federal Form W-4, Employee’s Withholding Allowance Certificate, and the applicable state equivalent should be retained for all employees. Failure to obtain these forms may subject an employer to penalties. Additional state requirements related to employment records may exist. At your request, we are available to answer your questions and advise you on required documentation.
You are responsible for determining the correctness of any employment relationship which you have deemed to be that of an independent contractor. Payroll tax withholding and related employer payroll tax implications result from this determination. We recommend obtaining a Form W-9, Request for Taxpayer Identification Number and Certification, signed by the independent contractor, as well as a signed contract with the independent contractor. You should also issue a Form 1099-MISC, Miscellaneous Income, to all unincorporated independent contractors to whom you pay $600 or more for services.
State and local filing obligations.
You are responsible for determining your state and local tax filing obligations with respect to all state and local tax authorities, including but not limited to income, franchise, sales and use, excise taxes, worker’s compensation, and unemployment taxes. You agree that we have no responsibility to research these obligations or to inform you of them, unless specifically requested. If you wish to engage us to perform these services, our policy is that you sign an engagement letter detailing our agreement to perform such services prior to any such services being rendered.
U.S. filing obligations related to foreign investments.
It is your responsibility to inform us if you directly or indirectly hold any interest in assets, businesses located in a foreign country, or have signatory authority in any assets or financial accounts located in a foreign country. Based upon the information you provide; this information will be used to calculate any applicable foreign tax credits. We will also use this data to inform you of any additional filing requirements, which may include FinCEN Form 114 Report of Foreign Bank and Financial Accounts (FBAR). Failure to file required forms can result in the imposition of both civil and criminal penalties, which can be significant. These are not tax returns and their preparation is not within scope of this engagement. If you ask us to prepare these forms, we will confirm this matter in a separate engagement letter and delineate the additional charges for this service.
As part of your federal income tax return, you are required to report the maximum value of specified foreign financial assets, which include financial accounts with foreign institutions and certain other foreign non-account investment assets that exceed certain thresholds. In some but not all cases, this filing obligation may overlap with your FBAR filing obligations. You are responsible for informing us of all foreign investments so we can properly advise you as to your FBAR and income tax return filing obligations.
Foreign filing obligations.
You are responsible for complying with any other country’s income reporting and tax filing requirements. We have no responsibility to raise these issues with you. If you have specific questions regarding your tax filing obligations, please contact us to discuss your concerns.
You have final responsibility for your income tax returns and any other filings. Check them carefully for accuracy and completeness before you sign them.
4. RIGHTS OF CLIENT.
Client maintains the right to all data entered into the accounting software. Lockhart shall have a non-exclusive right to Client’s financial data so that it may provide the services described in this agreement.
5. PENALTIES, EXAMINATIONS AND NOTICES.
The IRS and state taxing authorities impose penalties for certain offenses, including understatement of income, filing after the deadline, underpaying estimated taxes, or under withholding taxes (If you would like more information, please contact us at 360-406-5088.) They can also select any tax return for examination. Lockhart Professional Services is not responsible for fines or penalties. We are happy to assist you before the IRS or state taxing authority, if you so desire; however, these additional services are not included in the fee for preparing your return, or under this agreement.
We always protect your right to privacy.
Types of Nonpublic Personal Information We Collect.
We collect nonpublic personal information about you that is provided to us by you or obtained by us with your authorization.
Parties to Whom We Disclose Information.
For current and former clients, we do not disclose any nonpublic personal information obtained in the course of our practice except as required or permitted by law, and as is necessary to properly provide our services to you. We make available information to our employees and to non-affiliated third parties who need to know that information to assist us in providing services to you. In all such situations, we require a contractual agreement that includes procedural safeguards that protect the confidential nature of the information being shared.
Protecting the Confidentiality and Security of Current and Former Clients’ Information.
We retain records relating to professional services that we provide so that we are better able to assist you with your professional needs and, in some cases, to comply with professional guidelines. In order to guard your nonpublic personal information, we maintain physical, electronic, and procedural safeguards that comply with our professional standards.
Electronic Data Communication and Storage.
In the interest of facilitating our services to your Company, we may send data over the Internet, store electronic data via computer software applications hosted remotely on the Internet, or allow access to data through third party vendors’ secured portals or clouds. Your confidential electronic data may be transmitted or stored using these methods. We may use third party service providers to store or transmit this data, such as providers of tax return preparation software. In using these data communication and storage methods, our firm employs measures designed to maintain data security. We use reasonable efforts to keep such communications and data access secure in accordance with our obligations under applicable laws and professional standards. We require our third party vendors to do the same.
You recognize and accept that we have no control over the unauthorized interception or breach of any communications or data once it has been sent or has been subject to unauthorized access, notwithstanding all reasonable security measures employed by us or our third party vendors. You consent to our use of these electronic devices and applications and submission of confidential client information to third party service providers during this engagement.
7. DEATH, DISABILITY, AND SALE of a business.
This agreement is binding between Lockhart and the business client and may only be terminated by an authorized owner of the business. Therefore, this agreement will remain binding and enforceable in the succession of the business to a new owner/partner, or the heirs of the original owner’s estate upon the death or permanent disability of the original business owner.
Lockhart shall continue to provide services and receive compensation under this agreement until either affirmative action is taken by executor, administrator, conservator or other personal representative of the deceased or disabled person, or new owner of the business to terminate this agreement, under Section 14, or the agreement expires.
In the case of a sole proprietorship, services shall continue to be rendered to the estate for closing out the business unless this agreement is terminated by the executor of this estate, as aforementioned. Lockhart shall have a claim against the estate of the original business owner for services rendered under this agreement.
In consideration for the services to be performed by Lockhart, Client agrees to pay to Lockhart at the current rates detailed in Lockhart’s Services Pricing for 2018, herein included by reference. Client agrees to pay for all work in progress completed prior to the termination of this agreement, even if the final product is not completed. For example, if a client engages tax preparation services and later decides not to complete their return, they must still pay for the time and expenses that Lockhart Professional Services spent on the return.
Client hereby acknowledges that they have received, read, and agree to the fees, costs, and retainers stated in our aforementioned pricing guide.
9. Discount Policy.
At Lockhart’s discretion, the firm may extend discounts to the client on select services and fees. These discounts are designed to reward loyal customers, promote client empowerment, and assist startup businesses. We generally offer these programs and discounts on an income and good standing basis; however, they are not guaranteed.
To avoid abuse of these discounts and programs please read the terms associated with each to
ensure you are eligible. Furthermore, only on-time payments are eligible for discounts, otherwise normal rates apply.
If a client is late paying more than two invoices in the year or defaults, any discounts will be immediately revoked, without notice. The client will not be eligible for further discounts or programs until their balance is settled and thy remain in good standing for at least two months.
Client will pay all “costs” in connection with Lockhart’s services to Client under this agreement. Costs will be advanced by Lockhart and then billed to Client unless the costs can be met out of Client deposits that are applicable toward costs. Costs include, but are not limited to, filing fees, long-distance telephone charges, messenger service fees, photocopying expenses, process server fees, subscription dues, sales and use taxes, and postage, software, and outside counsel.
Lockhart Professional Services offers several different wholesale discounts to clients for accounting software and apps. Lockhart pays a vendor wholesale price for these products and passes the savings on to the client. If the client enrolls in Lockhart’s wholesale program, the client must pay the subscription fee to Lockhart on the 1st of every month. More than two late payments in the year will result in termination of eligibility for the discount program.
11. LATE PAYMENTS.
Overdue invoices will be subject to interest charges of 0.5% per day until the payment of the full amount invoiced and interest charges are paid. Invoices become overdue the day following the due date on the invoice.
Lockhart Professional Services reserves the right to send any past due accounts to collections at any time. This may affect Client’s credit report and credit score. If a past due account is sent to collections, Client continues to be responsible for all past due fees, interest charges, collection fees, and attorney’s fees associated with their past due account balance. Lockhart Professional Services shall be immediately released from any further obligations to provide services under this agreement once the Client’s account becomes past due.
If Client fails to abide by the obligations of this Agreement, including failure to pay invoices for services rendered when due, Lockhart shall have the option to cancel its services to Client by providing 30-day written notice to Client. Client shall have the option of preventing the termination of services by taking corrective action that cures the default, if such corrective action is taken prior to the end of the time period stated in the previous sentence, and if there are no other defaults during such time period. Client will not be released from its obligations under this Agreement should it default, including, but not limited to, obligation to pay for services render and interest charges on past due amounts.
This Agreement may be terminated by either party by providing 30-day written notice to the other party, effective upon that party’s receipt. Lockhart shall be obligated to provide accounting services under this agreement until the date of termination, as specified in the written notice. The Client shall be obligated to make timely payment for all services rendered during this time period. Upon termination of this Agreement, Lockhart may retain copies of Client’s financial data and information, for auditing purposes. Client maintains the exclusive right to all of its financial data and information with any accounting or financial software and may transfer the data as the Client sees fit.
This Agreement will terminate, unless renewed by the Client, on December 31st of the year it was signed, excluding engagement agreements signed in December for year-end assistance.
Lockhart Professional Services strives to provide its clients with the best possible services. Lockhart requires several levels of quality assurance to catch any errors or omissions. However, in the event of errors, omission, or negligence, the client’s total claim for damages will be limited to the amount paid for services rendered. If the client defaults under this agreement any claims for damages against Lockhart Professional Services will be forfeit.
Lockhart Professional Services retains the right to alter or amend this Agreement with a 30-day written notice to the Client. If the Client does not accept the new terms of the amended Agreement, the client must inform Lockhart Professional Services in writing before the new terms become effective. The Client or Lockhart Professional Services may terminate the agreement, under Section 14 herein, without the new terms becoming effective, provide that notice of rejected amendment was sent prior to the terms effective date.
This Agreement is valid until January 31st of 2019. During this time, the Client may add or remove services with a written notice to Lockhart Professional Services. This notice will serve only to amend the original scope of the engagement agreement. The rest of the terms will remain unaltered.
All disputes under this Agreement that cannot be resolved by the parties shall be submitted to arbitration under the rules and regulations of the American Arbitration Association. Either party may invoke this paragraph after providing 30-days written notice to the other party. All costs of arbitration shall be divided equally between the parties. Any award rendered by the arbitrator shall be final and binding on the parties and may be enforced by a court of law.
18. GENERAL PROVISIONS.
This agreement sets forth the entire understanding of the parties. Any amendments must be in writing and signed by both parties. This agreement shall be construed under the laws of the State of Washington. If any provision of this agreement is held to be invalid, illegal, or unenforceable, the remaining portions of this agreement shall remain in full force and effect and construed so as to best effectuate the original intent and purpose of this agreement.