Last revised on December 2, 2018
Please read the Terms of Service (“Agreement”)carefully and make sure you understand them before hiring Ignited Financial, LLC d/b/a Fix My Cash Flow, hereinafter referred to as “we”, “us”, and “our”. By hiring us, you agree to be bound by this Terms of Service.
The parties acknowledge that neither is owned, operated or otherwise affiliated with the other. Nothing in this Agreement shall be construed as creating an employment relationship between the parties. Neither party shall at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the other. Aside from payment for accounting, bookkeeping, and consulting services provided by us, you shall not pay or otherwise be held responsible for wages, salaries or benefits of any kind to us, our officers or agents in connection with the performance of this Agreement. Furthermore, this Agreement does not create an exclusive relationship between the parties. You are free to engage others to perform services of the same or similar nature to those provided by us, and we shall be allowed the same. You are not responsible for withholding federal, state and local taxes from us.
Services To Be Provided
We provide outsourced accounting and consulting services to businesses. We will outline the specific services that we will provide for you in a detailed Scope of Work. We will use software applications of our choosing and that we own to deliver our services.
As a cloud-based accounting firm, all of our services are provided virtually. At our sole discretion, we may choose to attend in-person meetings with you. You will pay us for travel time to and from the meeting location at our standard hourly Consulting rate should we agree to an in-person meeting request.
Services Not Provided
We will make no attempt to adjust the records to reflect Generally Accepted Accounting Principles. We may provide reports that contain portions of financial information; these reports are for internal management use only. We will not audit or verify the information that you provide to us. We will not provide any financial reports independent of the reports found in QuickBooks Online unless agreed to by both Parties in writing.
We have not included any procedures designed or intended to discover misrepresentations, fraud, illegal acts, or theft, and you agree that we have no responsibility to discover such acts. We do not at any time provide human resources or legal services of any type. If necessary, we may recommend that you contact your tax accountant, attorney, technical support team, or someone better suited to assist you with requests that fall outside our areas of expertise.
In our sole discretion, we may decline to adjust your financial transactions if we believe doing so could mislead current or future users of your financial reports. We will notify you of such refusal.
You are solely responsible for supplying us with all information, materials, data, and documents necessary to perform the services agreed to under our Scope of Work. You acknowledge and agree that the accuracy of financial information supplied to us is solely your responsibility. We shall not be held responsible for the production of inaccurate financial reports, records, billings, or any other financial data if the financial information you submit is inaccurate. While we will make a good faith effort to disclose all items we will need at the beginning of our working relationship with you, we may, from time-to-time require additional documents and detailed clarification of financial transactions in order to complete our services.
You authorize us to accept instructions from you and/or from the staff you choose. As a requirement for delivering the services described above, you agree to:
- Review and approve the categorization of your financial transactions
- Accept responsibility for the results of the services received, provided that we have not engaged in acts of gross negligence or intentional wrongdoing.
- Create, enforce, and maintain internal controls over the accounting processes and monitor financial activities.
- Review our work for adequacy and assess the results of the services we provide.
- Understand that we will use the information you provide to perform our services, without additional verification, investigation, or audit of this information by us.
- Provide timely responses to questions, requests, and calls for decisions, and dedicate the resources needed to accomplish the goals of our Scope of Work.
- Assist with the setup and authorization of electronic Bill Pay services, if Bill Pay services are included in our Scope of Work. We agree to process bill payments for you only if we receive final approval by the chief officer of your company or their designee.
Our office hours are Monday through Friday 9:00 am to 5:00 pm, Eastern Time. We are closed on all Federal United States holidays. We are under no obligation to provide any services outside of normal office hours. You shall ensure that our questions and requests are answered on a timely basis to meet deadlines. Rush Fees shall apply when we are required to work outside of our normal office hours to meet your deadlines or produce deliverables sooner than what is detailed in our Scope of Work.
We will primarily use email to communicate with you about our services. All calls must be scheduled online, in advance, and through our scheduling system. If the information you provide is not submitted in a timely manner or is incomplete or unusable, we reserve the right to charge additional fees and expenses for services required for correction or catch-up work.
Important: Rush fees automatically apply to questions or requests you submit to us via text, instant message, or an unscheduled phone call.
Single Point of Contact
You will designate a single Point of Contact (POC) to communicate with us about the services we agree to provide in our Scope of Work. Your POC must be available to respond to questions and requests on a timely basis and devote the resources necessary to achieve the objectives of our Scope of Work.
Cancelations and Late Arrivals
Cancelations require a minimum of one (1) business day advance notice. Missed meetings or cancelations without sufficient notice will be billed to you. You will be billed for the full meeting time as well as any time we spent preparing for the meeting if you have hired us on an hourly basis. You will lose the meeting if it is included as part of a fixed-price service. You can cancel or reschedule upcoming meetings using our online scheduling system. If you arrive late to a scheduled meeting, you might lose the time you missed. We are not required to extend the time of the meeting to make up for the lost time, and you agree that we have no responsibility to do so.
Our fees for recurring services are paid electronically by ACH (automated clearing house) on the first of each month. Services requested that are outside the Scope of Work will be charged separately. Any dispute regarding billed amounts must be submitted in writing within ten (10) days of the invoice date. No amounts may be disputed after that 10-day period.
We are under no obligation to provide services for which we have not received payment.
You will reimburse us for pre-approved out-of-pocket costs that we incur on your behalf.
Rush jobs are billed at 1.5 times normal hourly rates. You shall use reasonable efforts to submit documents and fulfill requests for supplementary documentation as needed from time-to-time within three (3) business days of commencement of work. Delays will result in a day-for-day extension of the due date for all deliverables. Any delay caused by conditions beyond either parties’ control, specifically due to third-party delays, shall not be considered a breach of our Agreement with you and will result in a day-for-day extension of any performance due. Each party shall use reasonable efforts to notify the other party, in writing, of a delay.
For hourly-rate services, we will charge you for the actual number of minutes worked. Time reports are available to you upon request. We do not provide time reports for fixed-price services.
Billable time begins at the start of services to be performed or the scheduled meeting time, whichever is earlier. For example, if you schedule a telephone meeting for 10:00 am but do not arrive until 10:15 am, billable time will begin at 10:00 am. We will charge you for time spent providing you services, including but not limited to calls and meetings with your owner(s), employees, contractors, advisors, and other affiliates; preparation for calls and meetings; project planning and project management; research; bookkeeping-related tasks; document organization; reading and responding to emails and other communications; client-specific training or education; project status updates; and software troubleshooting.
We will not charge you for the following: initial get-acquainted call and communications before parties enter a written agreement; time spent writing proposals and contracts for our services; continuing professional education beneficial to multiple clients; time spent correcting our errors; and preparation of our invoices to send to you for payment.
Delivery Of Documents
In efforts to streamline the delivery of your documents, we will provide you with cloud-based access to any deliverables we prepare for you. We strongly encourage you to download and save copies of your deliverable on your system or device of preference. Hardcopies will not be mailed unless otherwise agreed to by the parties. Your access may be restricted due to third-party website maintenance or unexpected server issues.
Third Party Disclosure
Unless you indicate otherwise, we may transmit confidential information that you provided us to third parties in order to facilitate delivering our services to you. Examples of such transmissions may include access to your contact information by members of our team (independent contractors such as consultants, administrative assistants, or third-party developers), transfer of QuickBooks Online and other data files via the internet, online backup services, website developer and hosting services, credit card processing company, etc. We only work with established, reputable companies that have demonstrated their commitment to safeguarding your data. Please feel free to inquire if you would like additional information regarding the transmission of confidential information to third-party entities.
We will not disclose or discuss your confidential financial information with any individual or organization who is not employed or otherwise hired by us to perform services or to individual or organization who is not otherwise employed by you (either during the term of this Agreement or after its termination) unless we have your specific authorization. This provision shall not apply in the event that we are required to respond to a validly issued and enforceable subpoena, summons, or court order or unless we are required to do so in order to comply with applicable laws and government regulations. We shall further have a right to disclose confidential information in the event that we are required to defend ourselves from any legal action or its equivalent.
We spend a considerable amount of time and resources to locate, train, and retain our team members. We ask that you not solicit our personnel to work for you. If you hire a member of our team to work for you within two (2) years of the last date they worked on your project, you will owe us a placement fee equal to 50% of their annual salary or their expected annual wages. The placement fee will be due to us in full on their first day of work.
We disclaim any guarantees, promises or warranties as it pertains to the work that we perform for you. This includes any guarantees, promises or warranties that our services will keep you from being audited by federal, state, or local tax authorities as we have no control over your tax strategy.
Furthermore, during the course of the engagement, we may recommend the purchase and installation of computer or technological hardware, software, communications, or services (“Programs”). Warranties, to the extent they exist, are provided only by the manufacturer/vendor of those computer products. We specifically disclaim all warranties, express or implied, including the implied warranty of merchantability and fitness for a particular purpose, regarding the functionality or capability of the computer products installed by you, any third-party vendor, or by us as part of this engagement. This includes the integrity of such Programs as it relates to how confidential information may be stored or disseminated.
Limited Liability and Indemnification
In instances where we are not retained to make filings directly with applicable federal, state or local agencies, we shall not be held liable for submission delays or omissions. In the event that you seek action against us for acts/omissions/errors that result from your production of documents or otherwise from your lack of oversight when oversight is required by us, you shall be responsible for payment of our attorneys’ fees and costs incurred in defending ourselves against such claims. Payment shall be made within thirty (30) days of demand by us as evidenced through an invoice evidencing costs/fees incurred by us. You shall indemnify, defend and hold us harmless from and against any and all claims, including but not limited to, claims of negligence, negligent misrepresentation, or breach of contract, made by third parties based in whole or in part on a claim that such person or entity was damaged as a result of any act by parties related in any way to the services contemplated herein.
Waiver Of Breaches
Failure to insist upon strict compliance with any of the terms, covenants or conditions hereof shall not be deemed a waiver of that term, covenant or condition or of any other term, covenant or condition of this Agreement. Any waiver or relinquishment of any right or power hereunder at any one or more times shall not be deemed a waiver or relinquishment of that right or power at any other time.
All original paper documents provided by you will be stored online electronically with third-party web-based service providers. Original documents will then be shredded unless agreed upon otherwise. Electronic copies are available online. It is your responsibility to safeguard access to the online documents or any archived electronic documents, in case of future need. If our engagement with you ends for any reason, you have the option to continue any third party web-based subscription service storing your online documents at your expense. You agree to complete the transfer of services to your name and assume responsibility for payment within ten (10) days of the end of our work with you. You understand that if you do not assume responsibility for these services, that they may be canceled. Additional fees may apply if you elect to restore those services or request copies from the third-party provider. By signing this agreement you confirm that you understand the services being provided and also agree that we are not liable for record retention or any other aspect of the services provided by these third parties, even if we absorb the cost of a third-party service as a benefit to you. You at all times assume responsibility for a decision to maintain digital copies of your documents stored by the web application or in archived media format.
This Agreement shall be governed by and construed in accordance with the laws of the District of Columbia, without regard to the principles of conflicts of law thereof.
Termination Of Services
Should you wish to terminate this Agreement within five (5) days after signing, no penalty will be assessed and all unearned, prepaid fees will be refunded within thirty (30) days of a written request from you. This Agreement shall last on a month-to-month basis requiring thirty (30) days notice of cancelation by either party wishing to terminate.
In the event that services are terminated, you assume responsibility for the transfer of any third-party vendor services. Contact us to determine whether the opportunity is available to transfer the ownership of an existing software subscription directly to you. Transfer fees apply.
Fees shall become due for services performed until the date of termination. You understand and agree that we may discontinue performing services for you until all outstanding balances are paid.
We reserve the right to terminate our work immediately if, during the course of our services, we become aware of any matters that would compromise our professional or legal standing in any way, either in fact or based on confirmed or potential public perception.
We shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement or interruption of service resulting directly or indirectly from acts of God, civil or military authority, acts of the public enemy, war, riots, civil disturbances, insurrections, accidents, fire, explosions, earthquakes, floods, the elements, strikes, labor disputes, power shortages, shortages of suitable parts, materials, technology, labor or transportation or any causes beyond the reasonable control of such Party.
In the event of a service-related dispute the parties shall seek mediation by a mediator at the Multi-Door Dispute Resolution Division of the D.C. Superior Court in Washington, D.C. Costs of mediation shall be borne by the complaining party.
The laws of the District of Columbia shall govern the validity and construction of this Agreement, without regard to the principles of conflicts of laws. The parties consent to the exclusive jurisdiction of the courts of the District of Columbia.
These terms of service set forth the entire agreement relating to our work with you. These terms of service supersede any prior agreements, discussions, or understandings. No amendment or modification of this Agreement shall be valid unless in writing and signed by both parties to this agreement. You may request that we perform additional services at a future date beyond the scope of your current Scope of Work. If this occurs, we will communicate with you to provide a proposal for the scope and cost of these additional services. Engagements for additional services will necessitate that we issue a separate proposal of services to reflect the obligations of both parties.