Termos dos Serviços de Escrituração

1. PURPOSE AND EFFECTIVE DATE

This Engagement Letter sets out the terms and conditions under which SAFETY TAX & BOOKKEEPING, a DBA of Network For Pro LLC ("SAFETY TAX"), will provide monthly bookkeeping services to the client identified in the Recurrent Service Order (the "Client").
The services will begin on the date stated in the Recurrent Service Order approved by the Client. By clicking the payment link and/or the "AUTHORIZE" button in the Service Order, the Client represents that it has read, understood, and fully accepts this Engagement Letter, authorizing SAFETY TAX to begin the monthly bookkeeping services. This document is made available to the Client through a link contained in the Service Order and forms an integral part of the engagement for all purposes, even if its content is not displayed directly on the payment page.
SAFETY TAX only performs services that have been previously contracted. For the purposes of this Engagement Letter, a service is deemed contracted when its Service Order has been authorized by the Client by clicking the payment link sent by SAFETY TAX, which states the Client’s agreement to these terms and conditions. Without such authorization, no service will be performed by SAFETY TAX.

1.1. Term — monthly engagement conditioned upon payment
This engagement has no annual, minimum, or fixed term. It is a recurring, monthly-cycle engagement whose continuity is conditioned upon the corresponding monthly payments and which is limited, for all purposes, to the period during which such payments are actually made by the Client. SAFETY TAX’s obligation to perform the services exists exclusively with respect to periods actually paid for: the absence, refusal, chargeback, or interruption of any payment, for any reason, releases SAFETY TAX from performing the services for the corresponding period and any subsequent periods, as provided in Section 9.3, without such suspension or non-performance constituting default or breach of contract by SAFETY TAX. No provision of this Engagement Letter shall be construed as an obligation of SAFETY TAX to render services without the corresponding payment. Conversely, the mere interruption of payments by the Client does not constitute a valid form of termination of this engagement — which must follow the procedure set forth in Section 13 — and does not extinguish the Client’s accrued obligations, including amounts due for services already rendered or in progress, the monthly fees for the notice period, and the delinquency charges provided in Section 9.3.

 2. RESPONSIBILITY FOR INFORMATION PROVIDED
The Client is solely responsible for the accuracy and completeness of all information provided to SAFETY TAX and must review such information before submitting it. SAFETY TAX is responsible only for receiving the information and preparing the bookkeeping; it is not responsible for reviewing, verifying, or auditing the information provided, nor for detecting errors in statements prepared by the Client.
The Client is also responsible for implementing internal controls to ensure that the information sent to SAFETY TAX is accurate, preventing errors or omissions from affecting the bookkeeping results. In addition, the Client is responsible for identifying and ensuring compliance with all applicable laws and regulations of the United States of America and of the state in which the company is registered.

3. SCOPE AND LIMITATIONS OF SERVICES
This engagement is not designed, and shall not be understood, as an engagement to search for errors, irregularities, or illegal acts, including fraud or embezzlement. However, SAFETY TAX will inform the Client of any material errors, irregularities, or illegal acts that come to its attention, unless clearly inconsequential.
This Engagement Letter does not include business management services, review of the information provided, or any audit of the figures presented. If an amount appears unusual or out of the ordinary, SAFETY TAX will bring it to the Client’s attention, but assumes no responsibility for discovering errors, irregularities, or fraud. SAFETY TAX will rely entirely on the accuracy and completeness of the information and documents provided by the Client.
To perform the services in a timely and efficient manner, SAFETY TAX requires unrestricted access to all documents related to the Client’s financial transactions, including, but not limited to, sales invoices, POS tickets, and any other information affecting the bookkeeping preparation.

3.1. Services included
• Monthly reconciliation of checking accounts against bank statements to close the monthly accounting and identify possible errors, with corrections made and relevant adjustments communicated to the Client.
• Review, analysis, and reconciliation of general ledger accounts for accuracy, conferring with the Client on any items not fully understood.
• Recording of cash receipts and income from daily cash reports and/or bank deposits.
• Preparation and recording of all journal entries necessary to reflect correct accounting records.
• Preparation and presentation of monthly Financial Statements.

3.2. Services not included
Any service not listed in Section 3.1 — including, but not limited to, the preparation and filing of tax returns and declarations (such as Sales Tax and Tax Returns), consulting, payroll, and management services — is not part of the scope of this Engagement Letter and will only be performed if previously contracted through its own Service Order, authorized by the Client as provided in Section 1. SAFETY TAX shall not be responsible for deadlines, penalties, or obligations relating to services that have not been contracted.

4. CLIENT’S RESPONSIBILITIES
The Client is responsible for adopting sound accounting policies; maintaining an adequate and efficient accounting system; safeguarding assets; authorizing transactions; retaining supporting documentation for those transactions; and structuring internal controls that help ensure the preparation of proper financial statements. The Client is equally responsible for management decisions and functions, for designating a competent person to oversee the services provided, and for evaluating the adequacy and results of those services.
SAFETY TAX may guide the Client in defining such accounting policies and practices whenever requested. However, the final decision and approval shall always rest with the Client, in its capacity as manager of the business. The Client expressly acknowledges that any lack of technical accounting knowledge on its part does not transfer to SAFETY TAX the management responsibilities set forth in this section, nor may it be invoked to release the Client from such responsibilities, and it is incumbent upon the Client to seek any necessary clarifications from SAFETY TAX — including through the monthly meeting provided for in Section 6 — before approving or authorizing any procedure.
The Client is responsible for the design and implementation of programs and controls to prevent and detect fraud, and for informing SAFETY TAX of all known or suspected fraud affecting the company involving: (a) management; (b) employees with significant roles in internal control; and (c) others, where the fraud could have a material effect on the financial statements. The Client must also inform SAFETY TAX of any allegations of fraud or suspected fraud received from employees, former employees, regulators, or others.

4.1. Documents to be provided by the Client
• Cash receipt reports and deposit slips.
• Cash disbursements and bank statements.
• Check register and prior year’s tax return.
• Articles of incorporation and partnership agreements.
• Copies of purchase/lease contracts and loan agreements.
• A detailed list of company assets (description, date of acquisition, original cost, and current value).
• Identification of all cash receipts by source (e.g., loans, sales) and information on all transactions carried out in cash.
• Information concerning any mortgage or pledge of business assets, personal guarantees, debts, leases, or any other information that affects or may affect the results of operations.
• Any other financial or supporting documents necessary for correct account reporting, including check stubs, summaries of cash receipts and sales (cash and credit), cancelled checks, accounts receivable and accounts payable listings, and documentation of property and equipment transactions.
 
5. SUBMISSION OF INFORMATION AND DEADLINES
• All information for a given month must be submitted electronically, through the specific system made available by SAFETY TAX, by the end of the first week of the following month (e.g., January information by the first week of February).
• SAFETY TAX will not request or receive original or physical copies of documents. If an original or physical document becomes necessary, SAFETY TAX will communicate that need and obtain only the copies requested.
• If the information necessary for a given month is not submitted within 30 days after the end of the month following the reference month (e.g., January information not submitted by February 28th), the performance of the bookkeeping for that month will require processing outside SAFETY TAX’s normal work cycle. In that case, an additional out-of-cycle processing fee of up to 50% (fifty percent) of the applicable monthly fee will be due, as compensation for the additional costs of reprocessing and reorganizing the workflow, and not as a penalty.
• The monthly fee is due even if the Client does not submit the documents: SAFETY TAX keeps its entire service structure at the Client’s disposal in accordance with this Engagement Letter, and the non-performance of the services due to the Client’s failure to deliver the documents does not give rise to any right to refund, discount, or set-off. Once the documents are received, the services for the corresponding period will be performed, subject, where applicable, to the out-of-cycle processing fee provided above. SAFETY TAX shall not be responsible for any consequences, penalties, or missed deadlines resulting from the Client’s failure to deliver, or late delivery of, the documents.

6. MONTHLY ELECTRONIC MEETING
SAFETY TAX offers the Client one 30-minute monthly video or teleconference meeting, non-cumulative, to clarify doubts or questions regarding the monthly results. Any additional meeting requested by the Client, even if related to the subject matter of this document, will be treated as consulting and may be charged separately by SAFETY TAX, at its sole discretion.

7. FEES POLICY — HOW WE CALCULATE OUR FEES
We do not work with a single fixed price table. The monthly fee for the bookkeeping services is calculated individually for each Client, based on the objective criteria described below, and is always negotiated and agreed in advance between the Client and the SAFETY TAX advisor, prior to acceptance. The negotiated amount is then formalized in the Recurrent Service Order. Accordingly, by clicking the payment link of the Service Order, the Client confirms the amount previously negotiated with the advisor and declares that it is aware of and agrees with this calculation methodology.

 7.1. Criteria that make up the price
• Number of financial accounts: the price is calculated and offered based on the number of financial accounts that must be recorded in the accounting. Financial accounts include not only bank accounts (checking and savings accounts), but also PayPal accounts, credit cards, cash on hand, payment platforms, and any other type of financial account operated by the company.
• Total volume of entries: the packages offered are based on the sum of the entries (debits and credits, inflows and outflows) of all such financial accounts, and not on the volume of each account individually.
• Fee per number of bank accounts: in addition to the entry package, a fee proportional to the number of bank accounts maintained by the company is charged, as negotiated with the advisor and indicated in the Service Order.
• Cost-center classification: when the accounting requires the classification of entries by cost center (for example, by property, vehicle, project, business unit, or any other segregation required by local legislation or requested by the Client), an additional amount will be charged for such classification, as negotiated with the advisor and indicated in the Service Order.

7.2. General package rules
• Each package includes a maximum number of entries per month; unused entries are not cumulative and do not carry over to subsequent months.
• It is the Client’s responsibility to correctly inform the advisor, at the time of negotiation, of the number of financial accounts and the estimated monthly volume of entries, so that the contracted package is appropriate to the company’s reality.
• The Client may, upon written request, adjust its service plan once per calendar quarter (March, June, September, and December), so that the company fits a new package standard.

7.3. Extra entries
At each monthly closing, EzControl — the system used by SAFETY TAX — will audit each financial account and compute the respective movements. The volume actually verified in the period will be compared monthly with the package contracted by the Client. All entries exceeding the package limit will be charged separately, at the per-extra-entry unit price indicated in the Service Order, and added to that month’s invoice. Every invoice sent to the Client will be accompanied by a specific and detailed report stating: (i) the contracted package; (ii) the number of financial accounts; and (iii) any extra-package services and entries.

 7.4. Annual adjustments
Prices are adjusted annually, automatically, effective as of January 1st of each year, through the application of an adjustment percentage capped at a fixed ceiling of 10% (ten percent) per year over the then-current amounts. Any adjustment above this ceiling, or any change of conditions, must be previously negotiated between the Client and SAFETY TAX and may not be applied automatically. SAFETY TAX will notify the Client at least 30 days in advance of the applicable adjustment percentage and of any changes to prices or conditions, and the continued use of the services after the notified adjustment takes effect shall constitute acceptance of the new amounts.

8. ACCOUNTING BOOKS AND ACCESS TO EZCONTROL ERP
The Client’s accounting books and records are available to the Client through the software used by SAFETY TAX, the EzControl ERP, where all accounting entries are saved and may be consulted by the Client at any time.

8.1. Monthly approval of results
The accounting prepared by SAFETY TAX is presented to the Client on a monthly basis, through the Financial Statements (including Profit & Loss and Balance Sheet). For the purposes of this Engagement Letter, presentation is deemed to occur on the date the Financial Statements are made available in the EzControl ERP or sent to the Client’s official e-mail address, whichever occurs first. The Client must review each month’s results and raise any questions or disagreements in writing, or at the monthly meeting provided for in Section 6, within 30 days of presentation. If the Client does not raise any objection within that period, the month’s results shall be deemed reviewed and duly approved by the Client.

8.2. EzControl subscription — promotional price
When the EzControl ERP subscription is offered to the Client through SAFETY TAX, the monthly amounts charged for the use of the system correspond to a promotional price, negotiated directly between SAFETY TAX and the EzControl company. The Client expressly acknowledges that this promotional price is tied to the term of SAFETY TAX’s services and does not constitute a guarantee that, after termination — including when the system comes to be operated by another accountant engaged by the Client — the amount paid by the Client directly to EzControl will be the same, with the new pricing remaining at EzControl’s sole discretion.

8.3. SAFETY TAX’s role in relation to EzControl — no warranties
SAFETY TAX acts exclusively as an intermediary in making the EzControl ERP available: it purchases licenses in bulk directly from the EzControl company and resells them to its clients at prices set by SAFETY TAX itself, which may not correspond to the prices charged by EzControl directly in the market. SAFETY TAX is not the developer, owner, or operator of the EzControl ERP and, therefore, does not warrant the availability, operation, integrity, security, or backup of the data stored in the system, which are subject exclusively to the terms of use and policies of the EzControl company. Any failure, unavailability, or loss of data attributable to the system must be addressed directly with EzControl, without any liability for SAFETY TAX.

 9. BILLING AND PAYMENT

9.1. Accrual basis — billing for the prior month
The bookkeeping services are always performed with respect to the prior month or months, since the current month’s information is not yet available. Accordingly, the monthly fee charged in each month refers to the services for the prior accrual month (for example, the charge made at the beginning of February refers to the January accounting). In the event of termination, the Client remains obligated to pay the monthly fee for the last accrual month worked, even if the charge occurs after the termination request.

9.2. Recurring charge authorization
By clicking to authorize the recurring services, as provided in Section 1, the Client accepts that automatic charges will be made every month to the payment method indicated by the Client, and SAFETY TAX’s system will treat the recurring services as authorized, releasing their preparation on a monthly basis.
Any failure of the payment method — for example, an expired, cancelled, over-limit, or declined card — does not prevent the system from continuing to release the previously authorized recurring services for performance. This means that SAFETY TAX will continue preparing the accounting monthly, and any unpaid amounts will constitute a debt of the Client, subject to the charges set forth in Section 9.3, until payment is regularized. It is the Client’s responsibility to keep the payment method valid and up to date.
Even if payment cannot be processed and the documents have not been received because the Client failed to submit them, SAFETY TAX remains available, with its entire structure, to perform the authorized recurring services. In that case, the non-performance of the services results exclusively from the Client’s failure to submit the documents, and the monthly fees remain due as provided in Sections 5 and 9.3. Nothing in this Section limits SAFETY TAX’s right to, at its sole discretion, suspend the performance of the services as provided in Sections 1.1 and 9.3.

9.3. Payment terms and delinquency
• Fees are charged monthly and are non-refundable, regardless of whether the Client has submitted the information necessary to perform the services. All invoices are due and payable upon presentation.
• Past-due amounts shall bear late interest of 1.5% (one and a half percent) per month, or the maximum rate permitted under the laws of the State of Florida, whichever is lower, from the due date until actual payment.
• The Client shall be responsible for the reasonable costs of collecting past-due amounts, including attorney’s fees and costs, to the extent permitted by applicable law.
• Any interruption of the previously authorized payment, for any reason, shall give SAFETY TAX the unrestricted right to immediately suspend the performance of the contracted services. In that case, SAFETY TAX shall not be responsible for any fines or other consequences imposed on the Client for the failure to file any declaration or to comply with any obligation.

 10. DOCUMENT STORAGE AND COPIES
SAFETY TAX is not responsible for the storage, filing, or custody of any of the Client’s documents, records, or files. All work performed is made available to the Client as provided in Section 8, and it is the Client’s exclusive responsibility to save and maintain its own copies, including for purposes of complying with the record-retention legal obligations applicable to its company.
Any copies kept by SAFETY TAX belong exclusively to SAFETY TAX and are intended solely for its own internal records. If the Client has not saved its copy of any document or report, SAFETY TAX may, as a mere courtesy and without any obligation, check whether it has a copy available to provide to the Client, and such check shall not constitute any guarantee of the existence, availability, or delivery of the requested document.

11. CONFIDENTIALITY
SAFETY TAX will treat as confidential the Client’s financial and business information to which it has access by reason of this engagement, using it exclusively for the provision of the services contemplated herein, and will not disclose it to third parties, except: (i) with the Client’s authorization; (ii) when required by law, regulation, court order, or competent authority; or (iii) to service providers and systems necessary for the performance of the subject matter of this Engagement Letter (such as the EzControl ERP), which are subject to compatible confidentiality duties. This obligation survives the termination of this engagement.

12. LIMITATION OF LIABILITY
The Client agrees that the maximum liability of SAFETY TAX, for any reason relating to the services rendered under this Engagement Letter, shall be limited to the total amount of the last two monthly fees actually paid by the Client for such services, except in cases of willful misconduct or intentional wrongdoing by SAFETY TAX, in which case the limits of applicable law shall apply.

13. TERMINATION
The Client may terminate the services at any time upon 30 days’ prior written notice. Termination does not release the Client from the obligation to pay for all services already rendered, including work in progress and incomplete as of the termination date, the monthly fees due during the notice period — even if SAFETY TAX’s access to the EzControl ERP has already been terminated — and the monthly fee for the last accrual month worked, as provided in Section 9.1, as well as all expenses incurred on the Client’s behalf through the termination date.

 13.1. Written notice and termination of access to the EzControl ERP
The accounting books and records belong to the Client’s company, with SAFETY TAX acting as a third party engaged to perform the accounting. If the Client decides to change accountants, it must communicate that decision to SAFETY TAX in writing, so that SAFETY TAX may terminate, on its side, the payment of the EzControl ERP subscription linked to the services. As of such written communication, SAFETY TAX’s access to the system may be cancelled by the Client itself or by SAFETY TAX.
Once the written communication has been received and SAFETY TAX’s access to the EzControl ERP has been cancelled — whether by the Client or by SAFETY TAX itself — SAFETY TAX shall have no further responsibility for anything done with the delivered and approved accounting records, including any alterations, deletions, additions, or uses made by the Client, by the new accountant engaged by the Client, or by any third parties. SAFETY TAX’s responsibility is limited to the services actually rendered by it and approved by the Client as provided in Section 8.1, through the date its access to the system is terminated, subject further to the provisions of Section 8.3 regarding the EzControl system.

13.2. Signature of the financial statements before departure
As part of the service termination process, the Client shall sign all profit and loss statements (Profit & Loss) and balance sheets for the periods during which the services were rendered by SAFETY TAX. The signature of these documents constitutes evidence that the Client has reviewed and approved the services performed and has no claims regarding them, and the Client may not raise subsequent claims regarding such periods after SAFETY TAX’s access to the EzControl ERP has been terminated and another accountant engaged by the Client has begun operating the system. If the Client fails to sign such statements and does not raise a specific written objection within 15 days of SAFETY TAX’s request for signature, the statements shall be deemed reviewed and approved by the Client, on the same terms and with the same effects as Section 8.1.

13.3. Transfer of the EzControl subscription
Upon termination of the services, the Client shall have 30 days to transfer the EzControl ERP subscription to its own name and begin paying it directly to EzControl, should it wish to continue using the system. As provided in Section 8.2, the promotional price applied during the term of SAFETY TAX’s services is not guaranteed after the transfer. The Client is hereby advised that failure to transfer the subscription within the indicated period may result in the suspension or cancellation of access to the system by EzControl, including possible unavailability or loss of the data stored therein, without any liability for SAFETY TAX, and it is the Client’s responsibility to previously extract and save all information of its interest.

 14. GOVERNING LAW, MEDIATION AND ARBITRATION
This engagement becomes valid when accepted by the Client as provided in Section 16, and is deemed, for all purposes, entered into in Orlando, State of Florida, United States of America, where SAFETY TAX is headquartered. It shall be governed and construed in accordance with the laws and decisions of the State of Florida, without regard to conflict-of-law provisions. The Client acknowledges that it has voluntarily sought and accepted the services of SAFETY TAX, headquartered in Orlando, Florida.

IN THE EVENT OF ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE BREACH THEREOF, THE PARTIES AGREE FIRST TO TRY TO SETTLE THE DISPUTE BY MEDIATION, ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (AAA) UNDER ITS COMMERCIAL MEDIATION PROCEDURES. IF SETTLEMENT IS NOT REACHED WITHIN SIXTY (60) DAYS AFTER SERVICE OF A WRITTEN DEMAND FOR MEDIATION, ANY UNRESOLVED CONTROVERSY OR CLAIM SHALL BE SETTLED BY BINDING ARBITRATION, ADMINISTERED BY THE AAA IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES, SEATED IN ORLANDO, FLORIDA, BEFORE A SINGLE ARBITRATOR. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. THE PREVAILING PARTY SHALL BE ENTITLED TO RECOVER ITS REASONABLE ATTORNEY’S FEES AND COSTS, TO THE EXTENT PERMITTED BY LAW.

15. GENERAL PROVISIONS
• Official language: the official and binding version of this Engagement Letter is the English version. The Portuguese and Spanish versions are made available as a courtesy, to facilitate the Client’s understanding, and the English version shall prevail in the event of any divergence of interpretation.
• Entire agreement: this Engagement Letter, together with the Recurrent Service Order, constitutes the entire agreement between the parties with respect to its subject matter, superseding prior understandings and communications, whether oral or written.
• Severability: if any provision of this Engagement Letter is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the affected provision shall be construed or replaced so as to preserve, to the maximum extent possible, the original intent of the parties.
• No waiver: the tolerance or non-exercise by either party of any right provided in this Engagement Letter shall not constitute a waiver of such right.
• Assignment: the Client may not assign this engagement without the prior written consent of SAFETY TAX. SAFETY TAX may use third-party service providers and systems in the performance of the subject matter of this Engagement Letter.
• Notices: communications between the parties shall be made in writing, through the official e-mail address designated by the Client and SAFETY TAX’s official channels indicated in this document, and shall be deemed received on the date of sending, unless proven otherwise.
• Force majeure: neither party shall be liable for delays or failures resulting from events beyond its reasonable control, including acts of God, third-party system failures, utility interruptions, or acts of authorities.
• Independent contractor: SAFETY TAX acts as an independent contractor, and nothing herein establishes any partnership, employment, or agency relationship between the parties.

16. ELECTRONIC ACCEPTANCE
To confirm agreement with the services and terms listed in this Engagement Letter, the Client must click the payment link and/or the "AUTHORIZE" button contained in the Service Order. By doing so, the Client confirms the amount previously negotiated with the SAFETY TAX advisor and accepts the recurring services, with all terms and conditions listed in this document — made available through a link in the Service Order itself — and authorizes SAFETY TAX to collect the IP address of the device used for the authorization, as well as the browser name, date, and time of the authorization. Once such information is collected, an electronic copy of this document will be sent to the e-mail address designated by the Client as the official address for electronic communications with SAFETY TAX.
Should you have any questions regarding these requirements or provisions, please feel free to contact us.
Sincerely,
Safety Tax & Bookkeeping
A DBA of Network For Pro LLC
7345 W Sand Lake Rd, Suite 309, Orlando, FL 32819 – USA
Phone: 407-888-4747 | Fax: 407-888-4949 | www.safetytax.com