Not legal advice. This is a starting structure, not a finished contract. Requirements vary by jurisdiction, and professional body rules may apply to you. Have a lawyer review your version before you use it, and check it against any professional standards you are bound by.
The structure
1. Parties and effective date. Who is engaging whom, from when, and for what period.
2. Scope of services. List exactly what is included, with frequency. "Monthly bookkeeping" is not a scope, "monthly categorisation and reconciliation of up to {{n}} transactions across {{n}} bank accounts and {{n}} credit cards, monthly P&L and balance sheet delivered by the {{n}}th working day" is.
3. Services not included. The most important clause in the document. See the list below.
4. Client responsibilities. What the client must provide, in what format, by when, and that the accuracy of the records depends on it.
5. Fees and payment terms. Amount, frequency, payment method, when it is due, what happens if it is not paid.
6. Out-of-scope work. How additional work is identified, quoted and approved before it is done, and the rate that applies.
7. Annual review. That fees are reviewed annually and adjusted with {{n}} days' notice.
8. Confidentiality and data protection. How client data is handled, stored and who may access it.
9. Software and access. Which systems are used, who owns the subscriptions, who owns the data, and what happens to access on termination.
10. Limitation of liability. Have a lawyer draft this one specifically.
11. Termination. Notice period on both sides, what happens to work in progress, what is handed over, and when final payment falls due.
12. Signatures. Both parties, dated.
Section 3: what to exclude explicitly
Vagueness here is what produces the argument in month seven. State plainly that the following are not included unless separately agreed in writing:
- Preparation or filing of tax returns of any kind.
- Tax, legal or financial advice.
- Audit, review, assurance or compilation services.
- Payroll processing and payroll tax filings, if you do not do them.
- Cleanup or catch-up of periods before the engagement start date.
- Sales tax registration, calculation or filing.
- Trust, client or restricted fund reconciliation, where applicable.
- Detection of fraud or theft, state that the engagement is not designed to find it.
- Responding to tax authority correspondence or examinations.
- Software subscription costs, unless stated as included.
Section 4: client responsibilities that actually help
This is the section that gives you something to point at when documents stop arriving. Keep it specific and unemotional.
You will provide all bank statements, credit card statements, receipts, invoices, payroll reports and other supporting records by the {{n}}th day of each month.
You will respond to queries about specific transactions within {{n}} business days.
You will maintain separate business bank and credit card accounts, and will identify any personal transactions passing through them.
You will notify us promptly of new bank accounts, loans, entities, or material changes to the business.
You will provide continuous access to {{accounting software}} for the duration of the engagement.
We rely on the completeness and accuracy of the information you provide. Where records are incomplete, delayed, or inaccurate, delivery timelines may be extended and the accuracy of resulting reports may be affected.
Where required information has not been received within {{n}} days of request, work on the affected period may be paused until it is provided. Fees for the period remain payable.
The clause that prevents most disputes
Section 6, on out-of-scope work, is where practices lose money quietly. The pattern is familiar: a client starts sending ad hoc requests, each too small to argue about, until you are effectively on retainer for a fixed monthly fee.
Work outside the scope described in Section 2 will be identified before it is undertaken. We will provide a written estimate, and work will only begin once you have approved it in writing.
Where you request urgent or ad hoc work outside the agreed monthly cycle, it will be quoted separately at {{rate}} with a minimum of {{n}} {{units}}.
Where the volume or complexity of your records changes materially, for example transaction volume exceeding {{n}} per month, or additional bank accounts, entities or payroll, we will contact you to agree a revised fee.
The volume trigger is worth including even if you never invoke it. It converts an awkward conversation about your prices into a routine one about the client's growth.
Practical notes
- Re-sign annually. An engagement letter from four years ago describing a business that has doubled protects nobody.
- Get it signed before work starts. Every practitioner who says otherwise has a story about why they changed their mind.
- Keep it readable. A client who understands the document is far more likely to comply with it than one who signed something dense.
- Use a tool that handles signature and billing if proposals are a regular part of your week: Anchor, Cone and Ignition all exist for this.