MONTHLY CONTRACT FOR THE PROVISION OF ACCOUNTING SERVICES NO. ${contract_number}

${date_year} m.

Kaunas

Closed Joint Stock Company “ELV projektai”, company code 302581322, registered office address Jonavos g. 43A, Kaunas, represented by the director Eglė Levinskienė, acting in accordance with the Articles of Association of the partnership, hereinafter referred to as “Accountant/Service Provider”,

And ${company_name}, company code ${company_code}, registered office address ${address}, represented by a director ${responsible_person}, acting in accordance with the company’s articles of association, hereinafter referred to as “the Client”, together “the Accountant” and “the Client” are referred to as “the Parties”, have entered into this agreement:

1. OBJECT OF THE CONTRACT

1.1. The object of the Contract shall be the maintenance of the Client’s accounting records and the preparation and submission of financial and tax reports in accordance with the provisions of the Law on Accounting of the Republic of Lithuania and other legal normative acts and the provision of other agreed services.

1.2. Accounting services start from: ${date_iso}

2. RIGHTS AND OBLIGATIONS OF THE SERVICE PROVIDER:

2.1. To manage and maintain the accounting records of the Customer using a computerised accounting software, on the basis of the documents provided by the Customer, taking into account the requirements of the normative legal acts of the Republic of Lithuania and the instructions of the Customer’s Head of Administration regarding the organisation of accounting.

2.2. In keeping accounting records, to be guided by the Customer’s accounting policy in force, the internal documents in force in the Customer’s company insofar as these do not contradict the legislation in force in the Republic of Lithuania at the time of keeping the records and the provisions of this Agreement. To keep the Customer’s accounting records in accordance with the documents provided at the price set out in Annex 1.

2.3. In agreement with the Client, select the accounting system and accounting methodology.

2.4. To maintain purchase and sales accounting records from documents provided by the Customer, and to keep timely accounting records.

2.5. From documents provided by the Customer:

2.5.1. Keeping a register of VAT invoices for purchases and sales.

2.5.2. Maintain accounting records of cash receipts and payments and keep timely accounting records.

2.5.3. To carry out banking operations and represent the Customer in banks and other credit institutions, under a separate authorisation, only after an agreed list of orders has been agreed by email or in writing.

2.5.4. Keeping records of fixed assets, current assets, production, fuel, and warehouses of goods for sale.

2.5.5. Keeping payroll records.

2.5.6. Correctly calculate and pay (by separate agreement) contributions to the budget, and make payments to legal and natural persons.

2.5.7. To complete and submit to the Customer the forms of the Social Security Agency, reports to the tax office, statistical forms, intrastat reports in accordance with the deadlines set by these institutions, and to represent the Customer before these institutions.

2.5.8. Reconciliation of book debts, according to the data of the primary documents submitted to the Accountant, and approval of reconciliation acts.

2.5.9. Preparing and submitting reports to the municipality.

2.6. Receive from the Customer all necessary documents for the management and maintenance of the accounting records, write emails to the Customer’s suppliers if necessary for the transfer of primary documents.

2.7. Provide the Customer with the accounting information necessary for economic decision-making, structured in internal reports.

2.8. Provide the Client’s employees with statements of amounts accrued – paid in relation to employment. 2.9. Require the Customer to carry out an inventory of material assets, if it is necessary to participate in the inventory carried out by the Customer, participation in the inventory shall be valued at the rates set out in the Appendix No.1 of the Agreement.

2.10. Verify that the accounting documents provided by the Customer comply with the requirements set out in the legal provisions.

2.11. Ensure the timely recording of all economic transactions and events in the accounts in accordance with the accounting documents provided by the Client.

2.12. Prepare financial, tax and statistical accounts and other necessary reports and declarations for the Client in accordance with the regulatory framework. The Parties agree that the Service Provider shall prepare the annual financial statements no later than 1 April of the year following the accounting year and submit them to the Customer for approval.

2.13. Interim financial statements (quarterly report) shall be drawn up at the request of the bank or other credit institution or the Customer, within a maximum period of 5 days, or such other period as may be agreed.

2.14. To observe confidentiality, both during and after the term of this Contract: not to disclose to any third party, whether orally, in writing or in any other form, any commercial, business, financial or other confidential information of which it has been made aware or which has come to its knowledge and attention in the course of the performance of the work under this Contract, except when required to testify in a court of law, in order to answer questions put to it by an authority of the Government or by any person acting under the authority thereof, or in any other case provided by law.

2.15. to accept and return to the Client the accounting documents provided by the Client for the performance of the obligations under the Contract in accordance with a schedule drawn up by the Client.

2.16. The financial, tax and statistical reporting of the Customer shall be submitted by the Service Provider on behalf of the Customer to the tax authorities and other public authorities. Other reports and declarations prepared by the Service Provider shall be submitted by the Customer to public authorities.

2.17. During the term of this Agreement, if necessary, the Service Provider shall represent the Customer before public authorities to provide explanations on the Customer’s accounting and reporting, preparation of reports and declarations at the Customer’s request.

2.18. In the event of an audit or other inspection of the Client by an audit firm or public authorities, the Client’s authorised person shall contact the Contractor to agree on the time limits for the clarification of uncertainties and for the completion of the information tables. The fees for the completion of the required tables by the inspectors shall be determined by separate agreement between the Parties (operations shall be valued at the rates set out in Annex 1 to this Agreement).

2.19. The Service Provider shall have the right to subcontract the provision of accounting services to third parties on the same terms and conditions as set out in this Agreement. The Service Provider shall be liable for the services provided by the selected third parties in accordance with the procedures set out in this Agreement.

3. UŽSAKOVO OBLIGATIONS:

3.1. Provide the Service Provider with accounting records in accordance with the Schedule, and provide oral and written explanations necessary to assess the situation and draw conclusions.

3.2. The Customer shall provide the Service Provider with all relevant documents supporting the economic and financial transactions affecting tax assessment and bookkeeping.

3.3. The Customer undertakes to provide the Service Provider with all accounting records and any other documentation that the Customer deems necessary for the performance of its obligations under the Contract in a timely manner.

3.4. The Customer must inform the Service Provider of changes, terminations, other events in the Customer’s company that have or may have certain tax or financial consequences.

3.5. Submit the accounting documents to the Service Provider as often as possible several times a month, but no later than the 10th of the following month.

3.6. If the Customer fails to submit the accounting documents on time, the Service Provider shall be entitled to impose a fine of up to EUR 50, depending on the number of days overdue.

3.7. To approve the list of persons authorised to draw up and sign the accounting documents prepared by the Service Provider, together with specimens of their signatures, and to submit this list to the Client.

3.8. The Customer shall ensure that its responsible persons periodically come to the Service Provider to sign the prepared documents, summaries or arrange for this to be done at the Customer’s premises. The Customer shall be responsible for ensuring that all accounting documents and registers are signed as required by the legislation of the Republic of Lithuania.

3.9. To pay the Contractor in due time for the work performed under this Contract in accordance with the prices set out in Section 4 of the Contract.

3.10. The Customer agrees and undertakes to indemnify and hold the Service Provider harmless from any liability that the Service Provider may incur as a result of inadequate and/or incorrect information provided by the Customer’s employees.

3.11. The Client shall be responsible for the correct and complete provision to the Client, in writing and orally, of the information and data necessary for the performance of the Client’s obligations under the Contract, including, but not limited to, information reflected or not reflected in the accounting records.

3.12. The Customer confirms that it is aware of the requirements of the legislation on money laundering and terrorist financing and undertakes to comply with the requirements of such legislation, i.e. the legislation adopted and in force on the date of signing of the Contract as well as the legislation that will be adopted at the time of the Contract. To this end, the Customer undertakes to provide the Service Provider, on its own initiative, with complete and correct information necessary for the fulfilment of the Service Provider’s obligations under the aforementioned legislation.

3.13. If necessary, the Customer shall be obliged to prepare, at its own expense, foreign language translations of the documents into Lithuanian or to have them translated by the Service Provider, at an additional market price.

3.14. If mutually agreed between the parties, the Customer shall record cash and goods purchase and sales documents in the accounting software of the Service Provider.

3.15. During the term of the Contract and for a period of twelve (12) months thereafter, the Customer undertakes, both directly and indirectly, not to recruit or employ any of the Service Provider’s employees or freelancers working for the Service Provider who have been involved in the provision of the Services to the Customer. This is an essential term of the Contract and the Customer shall pay a fine of EUR 10,000 (ten thousand) for each employee employed in breach of this prohibition and shall indemnify the Service Provider against any loss incurred by the Service Provider to the extent that the fine is not covered by the fine. Indirect affiliation may be related by consanguinity (spouses, children, parents or other close relatives) or otherwise (shareholders, subsidiaries or other related persons as defined by the laws of the Republic of Lithuania).

4. PAYMENT ARRANGEMENTS:

4.1. The Client shall pay the Service Provider for the works provided for in Article 2 of the Contract in accordance with the submitted VAT invoice within 5 calendar days from the date of receipt of the handover-acceptance certificate (monthly report, VAT invoice). If the Customer does not notify the Service Provider that it has not received the VAT invoice within 20 calendar days of the end of the current month during which the services have been rendered, the Customer shall be deemed to have received the invoice and shall be subject to all the obligations laid down in the Contract in relation to the payment of the relevant VAT invoice.

4.2. According to the Annex No.1, if the sum of EUR 150.00 does not arise, the amount payable for the services provided will be EUR 150.00 excluding VAT tax.

4.3. If the Customer breaches the payment deadlines provided for in Clause 4.1 of the Agreement, the Service Provider shall be entitled to claim a default interest of 0.1% of the amount not paid on time for each day of missed payment.

4.4. If the Customer is more than 30 (thirty) days late in paying the VAT invoice issued by the Service Provider in accordance with the terms of the Contract, the Customer shall be charged an additional debt management fee of EUR 10 (ten euros) (excluding VAT), to be paid by the Customer together with the following month’s service fee, without separate notice. The administration fee shall be calculated for each invoice separately.

4.5. In the event of a change (increase or decrease) in the rate of value added tax, the amount of VAT provided for in this Agreement shall be automatically recalculated in accordance with the applicable legislation of the Republic of Lithuania and amendments thereto.

4.6. If the Service Provider is unable to provide the Services through no fault of the Service Provider, there shall be no reduction in the price set out in Clause 4.1.

4.4. The rates for the services to be provided by the Service Provider are set out in Annex 1 to the Agreement, which forms an integral part of the Agreement.

4.5. In the event of changes in the scope of the accounting work, changes in the legal requirements, the price of the services provided by the Service Provider shall be adjusted by agreement between the parties. In the event of failure to agree on the adjustment of the price of the services, the Contract may be terminated unilaterally by giving the other party at least 30 (thirty) calendar days’ notice of termination.

4.6. Additional works not covered by this Contract and the rates to be applied in the event of changes in the scope of works are set out in Annex 1 to this Contract.

5. RESPONSIBILITIES OF THE PARTIES:

5.1. The Customer shall be responsible for the completeness, correctness and timeliness of the submission of the primary accounting documents to the Service Provider.

5.2. The Service Provider is responsible for ensuring that the financial statements comply with the general accounting principles and applicable regulations. If deviations of the financial statements from the aforementioned principles and regulations are due to untimely or inaccurate submission or omission of source documents or inaccurate data in the source documents, the Service Provider shall not be liable for such deviations.

5.3. If the Customer fails to provide the Service Provider with the documents necessary for the preparation of the reports to the financial supervisory authorities in a timely manner, the Service Provider may not prepare the reports until the Customer has provided the documents necessary for the preparation of the reports and the Customer shall be liable for the failure to provide the reports to the financial supervisory authorities or the delay in providing the reports to them.

5.4. The Customer shall be responsible for the legality of the transactions recorded in the accounting documents and the sufficiency of the evidence supporting those transactions. If the Customer provides the Service Provider with incomplete, erroneous, incomplete or otherwise incorrect data, the Service Provider shall not be liable for any loss or other adverse consequences suffered by the Customer. The Customer shall be responsible for ensuring that all accounting documents and registers are signed as required by the legislation of the Republic of Lithuania.

5.5. The Customer shall remain responsible for the timely payment to the budget of the amounts of taxes assessed by the Service Provider, as well as for any failure to comply with other obligations of the taxpayer and the person withholding the tax.

5.6. The Service Provider shall be responsible for the security of the accounting documents kept by the Service Provider. The receipt and transfer of accounting documents shall be recorded in a schedule of receipts and returns to be drawn up by the Customer and certified by the signatures of persons authorised by both parties.

5.7. If the Customer has not fulfilled its obligations to pay for the services rendered by the Contractor within the time limits set out in this Agreement, the Service Provider shall have the right to withhold the Customer’s accounting and other documents until such time as the said obligations of the Customer have been fulfilled.

5.8. The Parties agree to cooperate in order to ensure the security of the personal data transferred by the Customer: the Service Provider undertakes to cooperate with the Customer and its designated authorised persons in conducting data protection audits. The Customer undertakes to ensure that it has a lawful basis for obtaining and transferring the personal data to the Service Provider before transferring it to the Service Provider.

5.9. The Service Provider shall only provide the Customer with information on the personal data processed, the procedure for storing them and the time limits upon a written, reasoned request.

5.10. All disputes and controversies arising out of or in connection with this Agreement shall be settled by negotiation. In the event of failure to resolve a dispute by negotiation, the dispute shall be settled in accordance with the procedure provided for by the laws of the Republic of Lithuania at the Service Provider’s place of business.

5.11. The Service Provider shall reimburse the Client for any penalties paid by the Client for late delivery of the reports if the delay is due to the fault of the Service Provider. The amount of the fines or other penalties reimbursed shall not exceed the amount of the remuneration received by the Service Provider from the Client in that month. In all other cases, the amount of the penalty to be compensated shall not exceed the amount of the remuneration paid by the Customer to the Service Provider during that calendar year.

6. TERMS AND VALIDITY OF THE CONTRACT:

6.1. The Contract shall be drawn up in duplicate, one for the Customer and one for the Service Provider.

6.2. The Contract shall enter into force on the date of signing of the Contract and on payment by the Customer of an advance payment of EUR 200 and shall be valid for 1 month and shall be deemed to be renewed for subsequent periods of 12 months each, unless otherwise agreed between the parties. The advance payment shall, by agreement between the parties, cover the last invoice issued by the Service Provider upon termination or expiry of this Agreement.

6.3. In the event of non-performance or improper performance by either party of its obligations under this Agreement, the other party shall have the right to terminate this Agreement unilaterally by giving the guilty party at least one (1) month’s written notice.

6.4. If the Customer is more than 30 days late in paying for the works or goods provided, the Service Provider shall be entitled to terminate the Contract without notice and to claim full compensation for any damages or to suspend all or part of the works until full payment is made.

6.5. In the event that the Service Provider suspends or terminates the provision of the Services in accordance with the provisions of Clause 6.4, the Customer shall pay, at the request of the Service Provider, a one-off administration fee of EUR 50 (fifty Euros) excluding VAT for the suspension or termination of the Services. The provision of the Services shall resume from a date agreed between the Parties.

6.6. The Customer may unilaterally terminate the Contract for important reasons by giving the other party at least 1 (one) month’s written notice.

6.7. In the event that the Contract is terminated at the initiative of either party, irrespective of the grounds for termination, the due date for payment of the last VAT invoice issued by the Customer’s Service Provider shall be 5 (five) calendar days.

6.8. In the event of termination or expiration of the Contract, where the Customer is indebted to the Service Provider, the Service Provider reserves the right to withhold performance of counter obligations and to withhold the return of the Customer’s documents to the Service Provider until the debt has been settled in full.

6.9. This Agreement may only be amended by written agreement of both parties.

Annex 1 to Contract No ${contract_number}

Name of operation		Price Eur
Invoices
Purchasing documents for up to 10 items*	pcs	2,40
Sales documents up to 10 items*	pcs	2,40
Quantitative Warehouse Accounting
Fixed asset write-offs, fuel write-offs, Fixed asset accounting	pcs	12
Production	pcs	20
Accounting for goods for resale (warehouses)	pcs	15
Monetary operations
Banking, cash payments	pcs	0.5
KPOs and KIOs shall be formed	pcs	1.8
Cash register entry	pcs	50
Accounting in advance	pcs	8
Loan accounting	hrs	18
Receipt for money	pcs	2.50
Wages
Fixed salary, rental contract	pcs	25
Employee’s payroll with ”BSS IT”	pcs	23
Employee variable pay, author’s contract	pcs	28
Executive civil contract**	month	15
Travel, fuel
Work. business trip outside Lithuania, (daily allowance certificate)	pcs	8
Secondment in Lithuania (certificate)	pcs	8
Mission reports	pcs	12
Travel leaflets up to 300km per car***	pcs	12
Administration, consultancy, other
Preparation of the ordinance, preparation of shareholders’ minutes	pcs	12
Contracting (leases, loans)	pcs	20
Balance sheet, income statement, cash flow (interim)	pcs	35
Preparation of statistical reports	pcs	23
Other services (preparation of reports for the tax authorities or other instances)	hrs	40
Senior accountant services	Val	120
Total transactions:
Free operations
Variable operations supplement
Additional services		Price Eur
Preparation/performance of assignments	pcs	1
Verification of documents by entering them into Pragma or BSSIT or importing them from Account 123*******	pcs	0.5
Document archiving	binder	8
Adjustment of declarations, prior period	pcs	20
Completion of OSS declarations (on a country-by-country basis)	pcs	50
Intrastat report****GPAIS	pcs	50
Bookkeeping through the BSSIT software	pcs	25
Data Management System (DMS) usage (based on staff) *****	pcs	1
Login to Pragma	pcs	50
Preparation of contracts, deeds, other free-form documents, annual packaging declaration	pcs	60
Preparation of bank documents for leasing, loans (except business plan); each report separately	pcs	100
Annual financial report to the Centre of Registers (balance sheet, profit and loss account, explanatory note , profit and loss account, controlling persons’ report, decision on approval of accounts , data entry/submission to the Centre of Registers)	pcs	150
Tariff for accelerated works******	Tariff	1.5
Service for obtaining a document from a customer’s supplier or buyer	pcs	3

*for more positions multiply the fee by 2

** valid only for Small Communities

*** for one month and one driver only; for multiple drivers, multiply the rate by 2

**** Up to 15 different items (customs codes), then at a rate of EUR 0.50 per additional item (customs code)

***** The DVS (data management system) service is calculated according to the number of employees in the company at EUR 1 per month, but not less than EUR 25 per month

****** If the client requests, we can perform the work faster than specified in the contract, but in this case the service will be charged at 1.5 times the rate (e.g. the client requires to prepare the documents for the bank on the leasing application within 1 day, the service will cost EUR 150 instead of EUR 100, as we charge a higher rate for the accelerated work.);

*******After concluding a contract with Account123 by the customer.

Annex 2 to Contract No ${contract_number}

ANNEX ON SUPPLEMENTARY AGREEMENTS

Additional agreements

1. This Annex defines the additional agreements between the parties which supplement and elaborate the Accounting Services Agreement No.

2. The Parties agree that this Annex may define:

• additional services or works not included in the main contract;
• changes to the time limits or procedures for providing services;
• additional remuneration levels or payment terms;
• procedures for providing information, submitting documents or communicating;
• other mutual obligations related to the provision of services.

3. Any additional agreement or amendment agreed by the Parties may be incorporated into this Annex, specifying the specific date, content and signatures of the Parties.

4. This Annex forms an integral part of the Accounting Services Agreement. Where the provisions of the Schedule conflict with the provisions of the Main Contract, the provisions of the Schedule shall prevail unless otherwise agreed in writing by the parties.

5. The Annex shall enter into force on the date of its signature

SUPPLEMENTARY AGREEMENTS: