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Statutory Agent Services Agreement
When you hire us as your statutory agent, you will receive a copy of the “Statutory Agent Services Agreement.” We have two separate “Services Agreements”: one for businesses (i.e. LLCs, corporations, etc.), and one for out-of-state landlords who own one or more Arizona residential rental property. Except for modifications that relate to the foregoing distinctions, both Services Agreements are identical and include the following terms. You will have an opportunity to review and approve the Services Agreement for your specific transaction BEFORE you remit payment AND, after you remit payment, we will send you a copy.
SERVICES AGREEMENT (sample)
● Cancellation. Client may cancel services at ANY TIME for ANY REASON or NO REASON by sending notice of cancellation via the web site, fax, email or regular mail. Agent may elect to send an email or fax to Client to confirm that Client wishes to cancel service. No proration or refund of prepaid fees will be given, except pursuant to Agent’s unconditional money-back guarantee within thirty (30) days after opening a new Account. Similarly, Agent may resign as Client’s statutory agent if: payment is not received, payment is charged back, Client fails to respond to Agent’s communications, Client fails to acknowledge receipt of a Notice, or for any other reason or for no reason. Agent shall send notice of its resignation to Client via email, fax and/or mail.
a. Annual flat fee.
b. Arizona Business Address Service Fee. In addition to a statutory agent, Arizona law requires corporations, LLCs, and other business entities to have an Arizona business address (cannot be a post office box). If Business does not have an Arizona business address, Business may use Agent’s address as the Business’s Arizona business address (which is expressly permitted under Arizona law); the annual fee for our Arizona Business Address Service is $60.00 per year.
c. Additional Property Fee. Arizona law requires out-of-state residential landlords to have an in-state statutory agent. The statutory agent fee for one property is $60/year (with “recurring” payment) or $90/year (for “non-recurring” payment). Additional properties are $25/year (with “recurring” or “non-recurring” payment).
d. Late Fees. If Client does not remit payment to Agent within thirty days of the due date or remits less than the full amount due, then a Late Fee of ten dollars ($10) may be assessed, plus ten dollars ($10) for each additional month or partial month until payment has been received by Agent.
e. Reinstatement fee. If Agent has resigned as Client’s statutory agent and/or closed Client’s Account and, thereafter, Client desires to reinstate the Account, then Client shall pay a forty-nine dollar ($49) Reinstatement Fee, plus Late Fees, plus any costs/expenses incurred by Agent relating thereto, plus any reinstatement fees, filing fees, and/or other fees charged by the ACC.
f. NO FEE FOR NOTICES. Client shall not incur any charge if/when Agent sends a Notice to Client via fax or email. However, in the event Client directs Agent – in writing (which includes email) – to send the original Notice(s) to Client via regular mail or otherwise, Client shall pay the cost thereof.
a. Client hereby authorizes Agent to accept – on Client’s behalf – service of Notices via fax, email, personal service or otherwise, from any/all third-parties (i.e., tenants, governmental agencies, etc.).
b. Client hereby authorizes Agent to open all Notices and to discard the original Notice after Agent has sent the Notice via mail, fax, DocuSign, and/or email to Client. Client authorizes Agent to discard Notices that are, in Agent’s judgment, solicitations and/or mass mailing and/or are not addressed specifically to Client.
c. Agent is not a “mail forwarding service.” Client shall not have Client’s general/business mail (e.g., bills, business correspondence, package delivery, etc.) sent to Agent’s address. Agent may return to sender any or all general/business mail.
d. Client hereby authorizes Agent to sign for Client and/or on Client’s behalf for the purpose of sending rental property registration forms to the appropriate county assessor.
● Agent’s duty to send Notice to Client.
a. Agent’s duty to send a Notice to Client is satisfied: (1) when Agent sends the Notice to Client one time to Email Address 1 (via email, DocuSign, or other method using Email Address 1) or Fax Number 1 (if provided by Client), as listed in Client’s Account as of the date the Notice is sent by Agent to Client or (2) upon actual receipt of the Notice by Client via any means from Agent or from any other source.
b. Agent’s obligation to send Notices to Client ends when the Account is closed. Agent shall no legal, contractual, statutory, or other duty or obligation to send any Notice to Client that is received by Agent after the Account is closed. The Account is deemed closed upon the first of the following: (1) Client’s request (via phone, fax, email, or otherwise) to close the Account, (2) Agent’s notice to Client that Agent intends to resign as Client’s statutory agent, (3) Agent’s notice to Client that Agent has or intends to close Client’s Account, (4) Agent closing the Account for any reason, and/or (5) automatically, and without notice by Agent to Client, if payment on Client’s Account is delinquent by more than ten calendar days. Agent’s obligation to send Notices to Client shall not be determined by the date Agent sends a written resignation to the county assessor or the date the county assessor processes and/or gives legal effect to Agent’s resignation. Agent may return to sender any or all Notices received by Agent after the Account is closed.
● Client also agrees:
a. To promptly notify Agent if any of the information on a rental property registration form changes.
b. Client is responsible for keeping Email 1, Fax Number 1, and Client’s mailing address current in the Account. Client hereby releases Agent from, and separately agrees to indemnify Agent for, any/all liability if Client’s failure to provide Agent with current contact information causes or contributes to a delay in Client receiving a Notice and/or otherwise results in damages to Client.
c. Agent may periodically request Client to verify the information Agent has on file or request that Client provide updated information and/or update the Account. Agent will periodically send email to Client; Client authorizes Agent to add Client’s email address(es) to Agent’s email list.
d. To complete and send to Agent the forms required by the county assessor and/or other governmental agency (as applicable to Client’s needs). Client was informed when creating the Account and in this Service Agreement of Client’s obligation to complete and send the forms to Agent; Agent shall not be obligated to send any additional reminders to Client.
e. Client has or will – and Agent has not and will not – check, investigate, or take action to determine whether (as applicable) Client’s business name, word, phrase, etc., is protected by, complies with, or violates intellectual property law.
a. Calendar year – One full year of 365 days, starting from the date Client remits payment for Statutory Agent Services. Example: If Client remits payment for Statutory Agent Services on January 15, then Client shall receive Statutory Agent Services until January 14 of the following year.
b. Client – The owner of the rental property is the Client. If the is a business entity (e.g., LLC, corporation, etc.), then the business entity is the Client, not the individual(s) who created or maintains the Account.
c. Email Address 1 – The email address entered by Client in the Account.
d. Fax Number 1 – The fax number entered by Client in the Account.
e. Notice – The term “Notice” shall include mail, documents, notices, service of process and/or anything delivered to and/or served upon Agent via the United States Postal Service, United Parcel Service, FedEx, process server or otherwise, that is intended to be delivered or served upon Client.
f. “Non-recurring Payment” – Payment of the annual fee for Statutory Agent Services by any method other than “Recurring Payment” is a Non-Recurring Payment. Non-Recurring Payment includes: check, money order, or cashier’s check, and also includes payments by credit/debit card or PayPal if not set up by Client as a “Recurring Payment.” Example: Client makes a “Non-Recurring Payment” on January 15 by check or debit/credit card; on or before January 15 of the following year, Client must manually remit payment by check or debit/credit card for the following year of service. Failure to timely remit payment may result in late fees, resignation by Agent, and/or other action taken by the State of Arizona and/or local government as a result of Client not having a statutory agent.
g. “Recurring Payment” – Similar to a magazine subscription or private club membership dues, a “Recurring Payment” for Statutory Agent Services is set up online by Client and renews automatically by charging the same credit/debit card or PayPal account on or about the same day every year, for the same flat fee amount each year, without Client having to manually remit payment. Agent may send to Client via fax or email a reminder that an upcoming “Recurring Payment” is scheduled. Example: Client sets up “Recurring Payment” on January 15 with a credit/debit card or PayPal account; on or about January 15 of the following year, Client’s credit/debit card or PayPal account (the same account that Client used to set up the Recurring Payment) will automatically be charged the same amount for the following year of service. Automatic payments will continue annually thereafter until canceled by Client or Agent.
a. Client’s agreement and consent to the foregoing terms is demonstrated by Client checking the “Yes” box when creating the Account, by sending an email or other communication approving this Service Agreement, by receiving a copy of this Service Agreement attached to an email from Agent to Client, or other conduct indicating approval. An unsigned copy of this Service Agreement shall suffice for all purposes and an original and/or signed agreement shall be unnecessary; the absence of signatures hereon shall not affect the validity or enforcement of this Service Agreement.
b. The terms of this Service Agreement may be changed periodically by Agent and the new terms shall become effective thirty days after Agent sends (via email, fax or otherwise) to Client the new Service Agreement or upon approval by Client, whichever occurs first.
c. In the event of litigation arising out of this Service Agreement, the parties agree that Arizona law shall apply and that any action must be filed in a state court in Arizona. The prevailing party in any litigation shall not be entitled to an award of attorney’s fees, litigation expenses, court costs, travel expenses, and/or any other amounts. Agent’s liability must be established by clear and convincing evidence on any/all claims and Client’s damages shall be limited to twice the amount of all amounts paid to Agent for services, excluding fees paid to third-parties by Agent (e.g., filing fees, publishing fees, etc.).
d. The person creating this Account represents and warrants to Agent that s/he is authorized to open this Account on behalf of Client. The person creating this Account, individually and on behalf of Client, hereby releases Agent from, and separately agrees to indemnify Agent for, any/all liability to Agent arising out of Agent relying upon or Agent taking action based directly or indirectly upon one or more of the foregoing representations and/or warranties.