THIS AGREEMENT (“Agreement”) is between THE QUICKSOURCE, INC., a Washington corporation (“QuickSource”) and me, referred to herein as “Member.”
PREMISES
A. QuickSource is a certified QuickBooks® ProAdvisor, and as such competently trains individuals in the use of QuickBooks® software.
B. During the course of its training, whether in seminars, consulting sessions with businesses or working with individual persons, QuickSource often encounters business owners and managers seeking accounting and/or bookkeeping services.
C. QuickSource may wish to refer such business owners and managers to others who are capable of performing the accounting and/or bookkeeping services being sought.
D. Member provides accounting and/or bookkeeping services and desires QuickSource to refer prospective clients to Service Provider.
Now, therefore, in consideration of the premises, the parties hereto agree as follows:
1. Annual Membership Fee. For annual membership fee of $129.00 paid by Member to QuickSource, QuickSource agrees to suggest Member as a person or firm, as the case may be, that can perform bookkeeping and/or accounting services to all persons who ask QuickSource for a referral for such services during the year to which the annual membership fee relates. Member acknowledges that this membership arrangement is not exclusive and agrees that QuickSource is able and intends to enter into the same annual membership fee agreement with other persons who provide the same types of services as Service Provider. Nevertheless, regardless of the number of persons with whom QuickSource has an annual membership fee arrangement, QuickSource shall refer each prospective client to each of the persons with whom it has such arrangement during the entire year to which the annual membership fee relates. QuickSource does not represent or guarantee the number of referrals that may be made during a given year, and Member acknowledges and agrees that, except as otherwise provided herein, the annual membership fee is a non-refundable regardless of the number of referrals made by QuickSource during the year.
2. No Representation or Warranty Regarding Referrals. QuickSource does not make any representation or warranty regarding the type of clients referred, the legality of their business, their credit worthiness or anything else pertaining to such referred prospective clients. QuickSource only warrants that each referral is made because a prospective client asked QuickSource to refer it to someone who could perform bookkeeping and/or accounting services.
3. Good Standing of Service Provider. Member hereby represents and warrants that it is competent to provide bookkeeping and/or accounting services to prospective clients, and, if once licensed, such license has not been surrendered, restricted nor revoked, nor has Member been penalized in any way or form for any violation of the laws, policies, rules and regulations promulgated by the agency or authority that issued its license nor has it or any individuals in its employ been found guilty of any crime involving moral turpitude.
4. Duty to Disclose Fee Arrangement. If Member is a Certified Public Accountant (“CPA”), CPA-Inactive certificate holder, firm owner, or licensed firm, as those terms are defined by Washington State statutes and pertinent rules and regulations promulgated thereunder, Member agrees to disclose to clients referred to it by QuickSource the terms of this Agreement and payments made to QuickSource in connection with memberships received from QuickSource as required by Washington Administrative Code 4-25-626.
5. Term of Agreement. This Agreement shall be for one year, beginning with the date hereof; nevertheless, either party may terminate this Agreement prior to the expiration of such one-year period. If Member terminates the Agreement, QuickSource shall not be obligated to refund any fees received from Service Provider, and if any fees are due QuickSource from Member pursuant to this Agreement, the termination thereof shall not in any way diminish Service Provider’s obligation to pay such fees or QuickSource’s ability and authority to collect such fees. If QuickSource terminates the Agreement, it shall return the unamortized portion of the annual membership fee.
6. Entire Agreement. This Agreement contains the entire agreement between the parties hereto with respect to the subject matter hereof. There are no promises, terms, conditions, or obligations other than those contained herein, and this Agreement shall supersede all previous communications, negotiations, representations or agreements, either verbal or written, between the parties hereto concerning the subject matter hereof. This Agreement may be amended only by written document duly executed by the parties.
7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington.
8. Attorneys Fees. In the event of litigation to enforce a right or rights provided by or arising out of this Agreement, the substantially non prevailing party shall pay to the substantially prevailing party all reasonable costs and attorneys’ fees incurred by the prevailing party as a result of such litigation, including appeals.
9. Gender. Whenever used herein, the singular shall include the plural and vice versa, and masculine, feminine and neuter words shall be used interchangeably unless the context clearly indicates to the contrary.
10. Indemnity. The parties acknowledge and agree that the membership arrangement contemplated by this Agreement does not indicate they are partnership in a partnership, share fees for services provided, or have any relationship other than that specifically set forth herein. Furthermore, each party agrees to indemnify the other from and against any liability and costs and expenses incurred to defend itself against any asserted liability for services provided or actions taken or omitted by the other party.
11. Right of Ownership: Contact information for prospective clients belongs to Members and forwarding, by electronic mail, in person, text, or any other physical or electronic method, any part of the contact information in regard to prospective clients in the "Help Wanted" will result in immediate termination of the membership without refund in part or full.