Last Updated: 9/29/2020
This Engagement Letter (“Engagement Letter”) is made and entered into by and between Collective Hub, Inc. (“Collective”) and you (the “Client” or “you”) as of the date this Engagement Letter is executed or otherwise entered into by you in accordance with the terms herein by you (the “Effective Date”). This Engagement Letter is incorporated into the Terms of Service Agreement available at https://www.collective.com/terms-of-service (the “Agreement”). Capitalized terms used herein, but undefined will have the meaning given to such term in the Agreement.
BY REGISTERING FOR, USING AND/OR RECEIVING THE BOOKKEEPING TSA SERVICES, OR BY CLICKING THE “I ACCEPT” OR SIMILAR BUTTON, YOU AGREE TO THE TERMS OF THIS ENGAGEMENT LETTER.
The duties and obligations of both the Client and Collective shall commence on the Effective Date and continue for a period of one (1) year thereafter (the “Initial Term”). Thereafter, this Engagement Letter will automatically renew for successive one (1) year periods (each, a “Renewal Term”, and together with the Initial Term, the “Term”), unless either party provides at least thirty (30) days’ notice prior to the end of the Initial Term, or Renewal Term, as applicable, of its intent to terminate this Engagement Letter. Notwithstanding the foregoing, Collective may require you to consent to an updated Engagement Letter in a specified manner prior to each Renewal Term before any Bookkeeping TSA Services for the then applicable Renewal Term may be provided. This Engagement Letter may be terminated by either party by giving a thirty (30) day written notice in accordance with the Agreement. Furthermore, either party may terminate this Engagement Letter for cause in the event the other party breaches any material term and fails to cure such breach within seven (7) days of the non-breaching party’s notice thereof.
Subject to the terms and conditions of the Agreement, including the payment of applicable fees, Collective agrees to provide the following bookkeeping training, setup and advice services during the Term (“Bookkeeping TSA Services”):
One-time: (1) Bookkeeping training and setup call to help you set up necessary tools (i.e Quickbooks Online and Gusto) for your business
Ongoing: (1) Year-round advice on your bookkeeping related questions (2) Up to 4 times a year check to help you to reconcile your books and close your books
3. Out of Scope
In no event will the Bookkeeping TSA Services include, without limitation:
– Categorizing your accounts and expenses
– Reconciling your bank accounts and credit cards
– Closing your books or preparing your reports
– P&L, balance sheet, cash flow statements
– Quarterly Payroll or balance sheet reconciliation
– Creating a standard chart of accounts
– Sending or paying your invoices
– Calculating taxes
– Processing payroll payments
– Fulfilling orders
4. Client Obligations
Cooperation and Access to Information
Client acknowledges and agrees that Collective’s performance hereunder is conditioned upon Client’s performance of its obligations herein and reasonable cooperation. Client agrees to provide Collective with any information and permissions reasonably requested by Collective in order to perform the Bookkeeping TSA Services. Without limitation, Client will either (i) provide Collective with electronic transaction access to its bank accounts and credit card accounts, or (ii) provide Collective with its monthly statements related to its bank accounts and credit cards. Collective acknowledges information is the confidential information of Client, and will use such information and/or access solely for the purpose of performing its obligations herein. In the event Client provides Collective with electronic access to its bank accounts and/or credit card accounts, Client represents and warrants that it has all rights necessary to grant Collective access to such accounts, and that Collective’s use of such accounts will not require Collective to pay any fees.
Receipt Tracking Systems
Client acknowledges that it may also integrate receipt tracking systems that are compatible with QBO (i.e. Expensify).
Do Not Commingle Funds
Client acknowledges that Collective’s performance of its obligations herein, and any advice or information provided by Collective in connection with the Bookkeeping TSA Services is based upon the information provided and made available by Client. Client further acknowledges that in the event Client commingles its business accounts with its or its spouse’s personal accounts and expenses, that Collective cannot accurately perform the Bookkeeping TSA Services. As such Client, agrees that it shall not commingle any business accounts or expenses with any of Client’s (or its spouse’s or other third party’s) accounts or expenses.
Accuracy of Information
You represent, warrant and covenant to Collective that all information you provide to Collective in connection with the Bookkeeping TSA Services is accurate, complete, current and true, and that if you discover that any such information is inaccurate, incomplete, out-of-date or false, you will immediately notify Collective in writing and promptly correct such information. You acknowledge and agree that you shall be solely responsible for, and shall hold Collective, its affiliates and their respective officers, directors, employees and contractors harmless from any costs, expenses (including reasonable attorneys’ fees), damages, judgments, liabilities, losses, penalties and settlements arising from or related to your breach of the foregoing representation and warranty. Collective shall not be responsible or liable to you or any other person or entity for any delays, penalties or other consequences arising from your breach of the foregoing representation and warranty.
5. Treatment of Personal Information
The Bookkeeping TSA Services will be provided solely with respect to that business you have identified to Collective in connection with your Collective account. Collective will not perform an audit or review of your financials or any other related documents you may provide. All advice and information made available by Collective in connection with the Bookkeeping TSA Services is based on the information you provide to Collective, and the Bookkeeping TSA Services cannot be relied upon to discover errors, fraud, defalcations or other irregularities, should any exist. We will not audit or otherwise verify the information you submit, although we may ask you for clarification of some of the information. Collective is not responsible for any information or advice given based on any inaccurate, untrue, incomplete or out-of-date information provided by you. You are solely responsible for your acts and omissions related to the Bookkeeping TSA Services.
7. No Guaranteed Results or Responses.
Collective does not make any representation or warranty that the Bookkeeping TSA Services will be appropriate for your needs or suitable for your business. Collective does not guarantee and expressly disclaims any particular results. SINCE THE BOOKKEEPING TSA SERVICES ARE BASED ON THE INFORMATION YOU PROVIDE, Collective does not warrant that the BOOKKEEPING TSA SERVICES will be timely, accurate, current or complete. Collective may make available third party communication tools, such as Slack, to enable you to communicate with our bookkeepers, but Collective makes no representation or warranty that such tools are secure or that our bookkeepers will be able to respond to you in a timely manner.
Client acknowledges and agrees that the Agreement https://www.collective.com/terms-of-service is incorporated herein by reference, and that the terms thereof shall apply to the performance of each party’s obligations herein, including, without limitation, the sections relating to Limitation of Liability, Indemnification and Arbitration.