Terms of Service

Revised September 7, 2023

Welcome to TaxSlayerPro.com, a website provided by TaxSlayer Pro LLC. (“TaxSlayer”, “we”, “our”, “us”).

These Terms of Service apply to our websites (taxslayerpro.com, cloudtaxoffice.com, taxofficemanagement.com) and any subdomains thereof (collectively “Site” or “Sites”); all related applets, players, widgets, tools, data, software, application programmatic interfaces (APIs), and other services (collectively the “Services”); all related mobile applications (“Applications”); and all content (“Content”) contained in our Site, Applications, and Service (together, the “Platform”). TaxSlayer provides the Platform to you, subject to the terms contained in these Terms of Service.

Please read the terms and conditions of these Terms of Service carefully before using our Platform. By accessing or otherwise using any portion of the Platform, you represent that you have all the applicable rights and authority to grant TaxSlayer the rights granted herein, and you have read, understood, and agree to be bound by these Terms of Service. If you are not willing to be bound by the terms of these Terms of Service, you may not access or otherwise use any portion of the Platform.

1. SCOPE OF THESE TERMS OF SERVICE

As a U.S. based company offering products and services related to the preparation of U.S. federal and state tax returns, the Platform is intended for U.S. taxpayers only. TaxSlayer does not market to children under the age of thirteen (13) (“Minimum Age”) or subjects of other countries including those in the European Economic Area.

2. COMPLIANCE WITH POLICIES

While using the Platform, you agree that you will comply with all posted policies and agreements, including but not limited to our License Agreement and Privacy Policy, as updated from time to time. We may suspend or stop providing you with access to the Platform if you fail to comply with our posted policies.

From time to time, we may, but are not obligated to, offer special promotions, sweepstakes, giveaways, and other promotional programs (collectively, “Promotions”) that may be governed by separate eligibility requirements (pertaining to location, age, etc.), time limits, restrictions, terms, and conditions that will be made available to you. You agree that your participation in any Promotions will be subject to such other requirements, limits, restrictions, and conditions.

3. PRIVACY

Our Privacy Policy explains the data we collect, use, store, and process while you use and access our Platform. By using our Platform, you acknowledge that you have read, understood, and agree to the terms of our Privacy Policy, which is incorporated herein by reference, and you agree that we may use such data in accordance with the terms of our Privacy Policy.

4. YOUR LICENSE TO USE THE PLATFORM

If you use our online tax preparation software, please see the terms and conditions of our License Agreement which are incorporated by reference herein.

Should you decide to terminate your license within 30 days of the initial payment for the software, you may request a refund as set forth in our Refund Policy.

UNDER NO CIRCUMSTANCES, INCLUDING STATUS OF EFIN AND/OR BANK APPROVAL, WILL A REFUND BE MADE AFTER THE SOFTWARE IS LAUNCHED BY TAXSLAYER, REGARDLESS OF THE NUMBER OF DAYS SINCE THE INITIAL PAYMENT WAS MADE. FURTHER, NO REFUNDS WILL BE ISSUED IF A CONVERSION HAS BEEN COMPLETED OR A PARTIAL PAYMENT HAS BEEN PROCESSED.

5. INTELLECTUAL PROPERTY

You acknowledge that we retain all rights, title, and interest in and to all copyrights, trademarks, registered trademarks and/or service marks, trade secrets, patents, and any other proprietary rights in the Platform. TaxSlayer Pro®, its visual identity elements, and certain other graphics, and logos are the registered trademarks or trademarks of TaxSlayer Pro LLC or its parent, subsidiaries, or affiliates.

The Platform is owned or licensed by us and is protected by the laws of the United States. You agree to prevent any unauthorized copying, use, or distribution of the content available to you in the Platform. You may not download and/or save a copy of any of the screens appearing on this Site except as otherwise provided in these Terms of Service, for any purpose. However, you may print a copy of the information on this Site for your personal use or records.

IIf you make other use of this Site, except as otherwise provided above, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to penalties. TaxSlayer does not grant any license or other authorization to any user of its trademarks, registered trademarks, service marks, or other copyrightable material or other intellectual property, by placing them on this Site.

6. CONTENT AND FUNCTIONALITY OF PLATFORM

We reserve the right to alter, change, modify, or terminate the Platform or any aspect, feature, service, content, or functionality of the Platform, at any time. TaxSlayer, in its sole discretion and at any time, may determine that certain tax topics, forms, and/or situations are not included as part of the Platform and may decline to provide related Services.

We may alter the availability of any feature of the Platform or impose new limitations on your use of the Platform at any time, with or without notice, liability, or obligation. We may from time to time, in our sole discretion, develop and provide Platform updates, which may include upgrades; patches; corrections; or changes, additions, or removal of features or functionality. You agree that we have no obligation to provide any updates or to continue to provide or enable certain features or functions, and that nothing in these Terms of Service shall be construed to require correction of any specific errors or discrepancies in the Platform.

To provide a high-quality experience for all users, we monitor the Platform to detect and prevent fraud and abuse. We may, in our sole discretion, terminate your account and your access to the Platform should we determine it is associated with fraudulent or abusive activities. Further, we reserve the right to pursue legal action in connection with fraudulent or abusive activities. We may also suspend or terminate an account or cease providing access to the Platform for any or no reason, including, but not limited to, if you have violated any term of these Terms of Service or our other policies.

By using the Site, you acknowledge and agree that TaxSlayer provides product listing prices only as a guide. Prices are subject to change at any time without prior notice.

8. THIRD-PARTY CONTENT

The Platform may present links to third-party applications, products, services, or websites (“Third-Party Content”). You acknowledge and agree that TaxSlayer and any of its co-branding providers have no responsibility for the accuracy or availability of information provided by Third-Party Content. All third-party advertisers, sponsors, or other parties are responsible for ensuring that material submitted for inclusion on our Platform is accurate and complies with applicable laws.

Links to external web sites do not constitute an endorsement by TaxSlayer or its website co-branding providers of the sponsors of such sites or the content, products, advertisements, or other materials presented on such sites. Information in the Third-Party Content that is linked to our Site comes from a variety of sources. Some of this information comes from official TaxSlayer licensees, but much of it comes from unofficial or unaffiliated organizations and individuals, both internal and external to TaxSlayer. TaxSlayer does not author, edit, or monitor these unofficial pages or links. You acknowledge and agree that TaxSlayer and its co-branding providers shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such external sites or resources.

In addition, you may encounter Third-Party Content in the form of advertisements, endorsements, or opinions about the TaxSlayer Pro® Platform by third-party reviewers, advertisers, influencers, ambassadors, or authors, whether compensated by TaxSlayer or not. Such Third-Party Content may be published in digital, print, or any other form, on the Platform or on any other Sites, applications, or media not necessarily owned by or related to TaxSlayer. The views, thoughts, and opinions expressed in the Third-Party Content belong solely to the author and have not been independently verified or approved by TaxSlayer. We do not assume any liability for the content or accuracy of the information presented in any Third-Party Content. Nothing expressed in any Third-Party Content shall be construed to create any warranty of any kind, whether express or implied, with respect to the Platform not otherwise covered in these Terms of Service, including any implied warranties of title, merchantability, satisfactory quality, fitness for a particular purpose, or any warranties arising out of any law, custom, course of dealing, performance, or trade usage.

9. COMMUNICATION PREFERENCES AND CONSENT

From time to time, we may send you communications through the various channels that you have provided to us (e.g. push notifications, in-app messages, e-mail address, mailing address, phone number, SMS messaging). These communications may include, but are not limited to, tips and recommendations, special offers, and other account-related or transactional messages.

By accepting these Terms of Service and using the Platform (or in the case of receiving promotional messages through SMS, by giving us your express consent), you expressly agree to receive such communications from or on behalf of us, and you are deemed to have received such notices at the latest within two (2) business days from us posting or sending a notice. You may not opt out of receiving account-related or transactional communications.

You are responsible for keeping your account information, including your e-mail address, up to date. We assume no liability nor any responsibility for any consequences resulting from your provision or use of outdated, incomplete, or inaccurate information in connection with the Platform. If you would like to modify your ability to receive communication from our Platform, in some cases, you may control those settings within the settings or preferences. To unsubscribe from receiving general marketing messages from us, please go our unsubscribe page or click the unsubscribe button on the bottom of every marketing email.

IRS Circular 230 Notice. Nothing in our communications with you (including, but not limited to, any emails, web site content, attachments, enclosures or other accompanying materials) relating to any federal tax transaction or matter are considered to be "covered opinions" as described in Circular 230.

10. MOBILE SERVICES

Use of the Platform may involve transmission of data through the networks of your mobile carrier or Internet service provider (ISP). You are responsible for all carrier, text/SMS, data, or other related fees or charges you incur from your carrier or ISP in connection with, or related to your use of the Platform. We assume no liability or responsibility for the payment of any charges you may incur.

11. USER ACCOUNT

To prepare and/or file a tax return using our Services, you must create an account on the TaxSlayer Pro^® platform.

When you create an account with us, you represent to us that you are at least the Minimum Age, and that the information you provide us is truthful, accurate, complete, current, and otherwise in compliance with these Terms of Service, IRS regulations, and all applicable laws and regulations. Submission of false, misleading, inaccurate, incomplete, obsolete, or other information prohibited under these Terms of Service or any applicable law or regulation may result in immediate termination of your account on the Platform. Accounts that are created through fraudulent, misleading, or inauthentic means, whether by third-party apps or otherwise, can be disabled or deleted by us at any time, with or without notice to you. Repeated creation of multiple inauthentic accounts may result in disabling of your account(s) and/or a permanent ban from accessing the Platform.

You are responsible for maintaining the confidentiality of your account login credentials. You agree to accept responsibility for any and all activities that occur under your account, including but not limited to, any activity that occurs as a result of your failure to keep secure and maintain the confidentiality of your account and password. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. You may not use anyone else’s password or account at any time on the Platform. We will not be responsible or liable for any loss or damage arising from your failure to comply with these requirements, and you may be held liable for any losses incurred by us or any other user of the Platform if your failure to keep your account information secure and confidential.

You are responsible for entering a valid business (whether a sole proprietorship, partnership, corporation, limited liability company, or other legal entity) in the Company field of your account. The Company identified in your account must be (1) in good standing in its state of incorporation, unless it is a sole proprietorship; and (2) the holder of the Electronic Filing Identification Number (EFIN) entered in your account (“Firm/Organization” on your EFIN application). The Company shall be considered the owner of your account.

The Primary Contact identified in your account should be the same individual identified as (1) the “Responsible Party” on the Company’s Employer Identification Number (EIN) documentation, unless it is a sole proprietorship with no employees (in which case the Primary Contact must be the owner of the sole proprietorship); and (2) the “Responsible Official” or “Principal” for the Company’s EFIN documentation. As a condition of using our Services, you will be required to provide supporting documentation to show that the Primary Contact on your account is an authorized person with regard to the Company and the EFIN. The Primary Contact may be required to provide documentation or information for identity verification purposes.

You represent and agree that you will only use a valid EFIN on your account. Your Company must be the holder of the EFIN. You may not use an EFIN held by a friend, family member, or another business (even if the business is affiliated with your Company). In accordance with IRS regulations, invalid uses of an EFIN include:

• Using an EFIN owned by a previous employer.
• Using an EFIN that may no longer be associated with your firm.
• Using an EFIN of a firm whose structure changed due to the death of a Principal listed on the application.

You agree that per IRS regulations, your EFIN is not transferable. Even if you transfer your business by sale, gift, or other disposition, you may not transfer your EFIN. You must protect your EFIN from unauthorized use at all times. If you acquire a business, you are responsible for obtaining a new EFIN rather than use an old EFIN previously associated with the business.

By requesting e-file capabilities on an account, you agree to follow the rules and regulations outlined in IRS Publication 3112 (IRS e-file Application & Participation). You understand that any deviation or violation of the rules and regulations outlined in IRS Publication 3112 will result in e-file capabilities being immediately removed from your account until such a time as the deficiencies have been corrected and compliance with IRS Publication 3112 has been achieved.

Your EFIN account must be up to date and in good standing with the IRS. As a condition for using our Services, you will be required to provide documentation to verify your EFIN as part of your account setup, when making changes to your EFIN, or as requested by the Company under other circumstances.

Customers may register associated businesses as “Added Locations” under Customer’s account, which links the accounts in TaxSlayer Pro systems. Customer agrees and warrants that it shall be responsible for all Added Locations, including but not limited to ensuring that each Added Location is in the name of a valid business in good standing, is qualified to provide tax preparation services, and has a valid EFIN.

Customer further agrees to ensure that Customer and each Added Location comply with Section 7216 of the IRS Code (“Section 7216”) as may be required to share, transfer, or disclose any customer data including Tax Return Information between and among Customer and each Added Location. Nothing in this section shall be interpreted to limit or contravene TaxSlayer Pro’s data policies or legal requirements related to sharing customer data under which TaxSlayer Pro will normally only assist an ERO with accessing data which is associated with that ERO’s account and EFIN.

12. USER FEEDBACK

We seek to cultivate an active user community that shares our passion for innovation, and our drive to constantly improve our Platform. Unless otherwise indicated for a particular communication, any communications or material of any kind that you e-mail, post or otherwise transmit through this Website, including data, questions, comments or suggestions will be treated as non-confidential and nonproprietary.

By submitting any ideas, feedback, and/or proposals to us regarding the Platform (“User Feedback”), you expressly acknowledge and agree that: (a) we are not under any obligation to you, including any obligation of payment of compensation or confidentiality, with respect to the User Feedback; and (b) we may freely use, assign, transfer, distribute, exploit, and further develop and modify any ideas, concepts, know-how or techniques in your User Feedback for any purpose including, but not limited to, developing and marketing products using such information without compensation to you. To the extent any copyright or other intellectual property ownership interest vests in you with respect to the User Feedback, you hereby grant us a worldwide, non-exclusive, royalty-free, fully paid up, irrevocable, sublicensable, and perpetual right and license to make, use, copy, sell, distribute, otherwise exploit, and create derivative works of the User Feedback. Further, you irrevocably release us from any and all liability that may result from or are related to the rights to the User Feedback.

Without limiting your right to post honest consumer reviews under applicable state or federal laws, you agree not to make any make any statement on our Platform, including but not limited to our blogs and community forums available on our Site, about TaxSlayer or its parent, subsidiaries, affiliates, employees, members, managers, or representatives, that is false, abusive, harassing, threatening, vulgar, obscene, pornographic, harmful, defaming, violative of any rights of privacy, or otherwise illegal or harmful.

13. USER RESPONSIBILITIES

If you use our Platform to prepare a tax return, you agree that you are responsible for submitting complete and accurate information and for reviewing each tax return for errors prior to electronically filing or printing a return. You are responsible for preparing a return early enough to ensure meeting any tax filing deadlines.

We may offer certain interactive tools and services, including but not limited to a Tax Refund Calculator on our Site. You acknowledge and agree that these tools and services are provided merely as a convenience to you, and that you retain ultimate responsibility for ensuring the accuracy and completeness of any information you submit while using the Platform.

Customer shall comply, and ensure that all employees, agents, and offices associated with Customer shall comply, with all regulations and laws which pertain to the preparation and electronic filing of tax returns and the use of consumer data, including but not limited to IRS regulations including Section 7216, the CAN-SPAM Act, the Gramm-Leach-Bliley Act, and any applicable state and federal laws. Customer shall ensure that only authorized persons access taxpayer data, including between and among Customer and any offices associated with Customer, and further agrees to comply with all federal and state privacy and data protection laws and regulations related to the collection, storage, use, and dissemination of consumer data, including but not limited to personal data.

Section 7216 specifically governs the use and disclosure of “Tax Return Information” as that term is used in Section 7216. When you use our Platform to prepare taxes, you are the “Tax Return Preparer” under Section 7216 and agree to comply with all requirements for the use and disclosure of Tax Return Information under Section 7216, including obtaining a 7216-compliant written consent from every taxpayer to disclose or use any Tax Return Information whenever required by law.

If you wish to make purchases through the Site, you may be asked by the merchant or service provider from whom you are making the purchase to supply certain information, including credit card or other payment mechanism information. You agree not to hold TaxSlayer liable for any loss or damage of any sort incurred from any interactions with any merchant or service provider through the Site. You agree that all information you provide any merchant or information or service provider through the Site for purposes of making purchases will be accurate, complete, and current. The merchants and service providers offering merchandise and services through the Site set their own prices and may change prices or institute new prices at any time.

You are responsible to pay any fees, if applicable, for filing or printing your return. The payment of all fees and charges for submitting or printing your tax return must be made by a valid credit or charge card, and is non-refundable once you select the Print (view PDF) or File option.

If you wish to make purchases through the Site, you may be asked by the merchant or service provider from whom you are making the purchase to supply certain information, including credit card or other payment mechanism information. You agree not to hold TaxSlayer liable for any loss or damage of any sort incurred from any interactions with any merchant or service provider through the Site. You agree that all information you provide any merchant or information or service provider through the Site for purposes of making purchases will be accurate, complete, and current. The merchants and service providers offering merchandise and services through the Site set their own prices and may change prices or institute new prices at any time.

You agree to pay all charges incurred by users of your account and credit card or other payment mechanism at the prices in effect when such charges are incurred. You also will be responsible for paying any applicable taxes relating to purchases through the Site.

As a term of using our Platform, you agree not to engage in any of the following activities:

• copy, upload, post, publish, transmit, reproduce, publicly display, distribute, alter, or modify in any way software or other material obtained through the Platform for commercial purposes (other than as expressly permitted by the provider of such information, software, or other material);
• copy, upload, post, publish, transmit, reproduce, publicly display, distribute, alter, or modify in any way, information, software, or other material obtained through the Platform which is protected by copyright, or other proprietary right, or create derivative works with respect thereto, without obtaining permission of the copyright owner or rightsholder;
• upload, post, publish, reproduce, transmit or distribute in any way any component of the Site itself or derivative works with respect thereto, as the Site is copyrighted as a collective work under U.S. copyright laws;
• remove or modify TaxSlayer’s copyright notices, trademark, logo, legend or other notice of ownership from any part of the Platform;
• access, view, read, modify, reverse compile, reverse assemble, disassemble or print any source code or object code or other runtime objects, components or files distributed with any part of the Platform;
• reverse engineer, modify or copy the look and feel, functionality or user interface of any portion of the Platform;
• defeat, disable or circumvent any protection mechanism related to the Platform;
• rent, lease, distribute (or redistribute), provide, or otherwise make available the Platform, in any form, to any third party;
• share your account credentials, or otherwise share use or access of the Platform with any unauthorized person;
• link to, frame or mirror Web-based applications or any portion thereof;
• probe, scan or test the vulnerability of any of our systems or networks;
• attempt to gain unauthorized access to any of our systems or networks violate or attempt to violate the security of TaxSlayer’s networks or servers;
• breach security or authentication measures;
• access or attempt to access data not intended for you or log into a server or account which you are not authorized to access;
• use any data mining, robots, or similar data-gathering or data-extraction methods in relation to the Platform;
• restrict or inhibit any other user from using and enjoying the Platform, or otherwise interfere or attempt to interfere with the normal operation of our Platform, including by means of transmitting any virus, trojan horse, worm, malware, or other malicious code or software, or by overloading, flooding, spamming, mail bombing, or crashing any part of the Platform;
• post or transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or schemes or other unsolicited commercial communication (except as otherwise expressly permitted by TaxSlayer); or
• use the Platform to transmit fraudulent information, create any false identity, or mispresent any false identity;
• post or transmit any unlawful, fraudulent, libelous, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, offensive, or otherwise objectionable information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or foreign law, including without limitation the U.S. export control laws and regulations;
• reveal someone’s personal information, such as their address, private e-mail addresses, phone numbers, or bank account information on our Platform; or
• otherwise use the Platform in violation of any applicable federal, state, or local law.

TaxSlayer has no obligation to monitor the Platform. However, you acknowledge and agree that TaxSlayer has the right to monitor the Platform electronically from time to time and to disclose any information as necessary or appropriate to satisfy any law, regulation, or other governmental request, to operate the Platform properly, or to protect itself or its customers. TaxSlayer will not intentionally monitor or disclose any private email message unless required by law. TaxSlayer reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, inappropriate or in violation of these Terms of Service.

14. EXPORT CONTROL AND LEGAL COMPLIANCE

The Platform is operated from the United States. We make no representation that the Platform, or content or information available via the Platform, is appropriate or available for use outside the United States, and access to it from jurisdictions where the content is illegal is prohibited. Those who choose to access the Platform from outside the United States do so at their own risk and initiative and are responsible for compliance with all applicable laws.

The Platform may be subject to U.S. export control laws, including, without limitation, the U.S. Export Administration Act and its associated regulations. You may not use or export any materials via our Platform in violation of any export, re-export or import laws and regulations of the United States or any other jurisdiction. You represent and warrant that you are not located in a country that is: (a) subject to an embargo by the United States or that has been designated by the U.S. Department of State as a state sponsor of terrorism; or (b) included on any list of prohibited, restricted, or sanctioned parties published by the United States.

15. DISCLAIMERS; LIMITATIONS OF LIABILITY

THE SERVICES (INCLUDING ANY SOFTWARE AND CONTENT CONTAINED THEREIN) ARE LICENSED AND PROVIDED "AS IS" AND "AS AVAILABLE". ANY USE OF THE SERVICES WILL BE AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, DATA LOSS, OR NON-INFRINGEMENT, OR ANY WARRANTIES WITH RESPECT TO THE ACCURACY, RELIABILTY, COMPLETENESS, OR AVAILABILITY OF ANY CONTENT OR INFORMATION, INCLUDING ANY WORKSHEETS OR FORMS, PROVIDED WITHIN THE PLATFORM. WE MAKE NO REPRESENTATIONS OR GUARANTEES THAT THE SERVICES WILL BE FREE FROM LOSS, DESTRUCTION, DAMAGE, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND WE DISCLAIM ANY LIABILITY RELATING THERETO. WE MAKE NO GUARANTEES, REPRESENTATIONS, OR WARRANTIES THAT THE USE OF OR THE RESULTS OF THE USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, BE ACCURATE, RELIABLE, CURRENT, OR THAT OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.

YOU FURTHER ACKNOWLEDGE THAT THE OPERATION AND AVAILABILITY OF THE SYSTEMS USED FOR ACCESSING AND INTERACTING WITH THE SERVICES OR TRANSMITTING INFORMATION TO ANY TAXING AUTHORITIES CAN BE UNPREDICTABLE AND MAY, FROM TIME TO TIME, INTERFERE WITH OR PREVENT ACCESS TO THE SERVICES. WE ARE NOT RESPONSIBLE FOR ANY SUCH INTERFERENCE WITH, OR PREVENTION OF, YOUR USE OR ACCESS TO THE SERVICES BEYOND OUR REASONABLE CONTROL. WE ASSUME NO LIABILITY FOR ANY ERRORS OR DELAYS, OR THE CONSEQUENCES THEREOF, IN TRANSMITTING YOUR TAX RETURN, WHETHER CAUSED BY US, YOU, ANY TAXING AUTHORITY, OR ANY THIRD PARTY, OR BY ANY OTHER CAUSE.

WE DO NOT WARRANT THAT ALL VERSIONS OF ANY PRODUCT OR SERVICE OFFERED (E.G., MOBILE, DESKTOP, ONLINE) WILL CONTAIN THE SAME FEATURES, CONTENT, OR FUNCTIONALITY.

WE DO NOT PROVIDE TAX ADVICE. YOU AGREE THAT NEITHER TAXSLAYER NOR ANY PART OF ITS PLATFORM SHALL BE CONSTRUED AS A FINANCIAL ADVISOR, LEGAL ADVISOR, TAX ADVISOR, BANK, ACCOUNTING FIRM, OR ANY ADVISOR IN ANY CAPACITY. ANY INFORMATION CONTAINED ON THE PLATFORM IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY. WE DISCLAIM ANY RESPONSIBILITY FOR THE VALIDITY, ACCURACY, OR ADEQUACY OF ANY POSITIONS MADE BY YOU ON ANY TAX RETURNS PREPARED USING THE PLATFORM. YOU AGREE THAT YOU ARE RESPONSIBLE FOR ENSURING THAT THE RESULTS AND DOCUMENTS PRODUCED BY THE PLATFORM ARE CORRECT.

THESE DISCLAIMERS OF LIABILITY APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

16. LIMITATION OF LIABILITY

OUR CUMULATIVE LIABILITY TO YOU OR ANY PARTY RELATED TO YOU FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR USE OF THE PLATFORM WILL NOT EXCEED THE AMOUNT YOU ACTUALLY PAID FOR THE APPLICABLE PORTION OF THE SERVICES AT ISSUE WITHIN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION OR CLAIMS IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, INDEMNITY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND OTHER TORTS.

IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE), OR FOR THE LOSS OF PROFIT, REVENUE, OR DATA, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, THE RESPECTIVE LIABILITY OF TAXSLAYER, ITS EMPLOYEES, AGENTS, SUCCESSORS, ASSIGNS, AFFILIATES, WEBSITE CO-BRANDING PROVIDERS AND CONTENT OR SERVICE PROVIDERS RESPECTIVE LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY SUCH STATE LAW.

17. INDEMNIFICATION

You agree to defend (at our option), hold harmless, and indemnify us from and against all third-party claims and all liabilities, assessments, losses, costs and expenses (including reasonable attorneys’ fees), or damages resulting from or arising out of (a) your alleged or actual breach of these Terms of Service, including your representations and warranties; (b) your use or misuse of the Platform; (c) your placement or transmission of any message, information, software or other materials through the Site by you or users of your account; and/or (d) your alleged or actual infringement or violation of the rights of a third party, including without limitation any intellectual property rights, rights of publicity, and rights of privacy.

18. TERM AND TERMINATION

Subject to the terms of this section, these Terms of Service will remain in effect for as long as you use the Platform. You may cancel your account and terminate these Terms of Service at any time and for any reason. We may terminate these Terms of Service and your access to the Platform at any time and for any reason, with or without notice to you. Upon any termination of these Terms of Service, the rights and licenses granted to you hereunder, including your ability to access and use the Platform, will immediately terminate, and you shall immediately cease using any and all materials and other similar content in your possession or control that are proprietary to us. You agree that we will have no liability to you for any costs, losses, damages, or liabilities arising out of or related to the termination of these Terms of Service. Any provision of these Terms of Service that should, by its nature, survive termination of these Terms of Service will survive its termination.

19. ASSIGNMENT

We may assign these Terms of Service or delegate any of our rights or obligations hereunder, or any part thereof, to any third party, including our successor-in-interest, without requiring your written consent. You may not assign these Terms of Service in whole or in part, for any reason. These Terms of Service will be binding upon and will inure to the benefit of the parties and their heirs, executors, administrators, successors, and assigns.

20. THIRD-PARTY BENEFICIARIES

Except with respect to platform providers through which you download or use applications certified by us, nothing in these Terms of Service, either express or implied, is intended to or will be deemed to confer upon any other person or entity any right, benefit, or remedy of any nature whatsoever under or by reason of these Terms of Service.

21. GOVERNING LAW AND DISPUTES

These Terms of Service, including all claims relating to or arising hereof or breach thereof, whether sounding in contract, tort, or otherwise, will be governed and construed in accordance with the laws of the state of Georgia, excluding its choice-of-law principles.

The terms of this section will apply to all disputes, claims, or controversies that may arise out of, are connected with, or relate to these Terms of Service or the Platform, subject only to the following exceptions: (1) if we reasonably believe that you have in any manner acted or failed to act in any manner that may cause harm to us or any third party, we may seek injunctive or other appropriate relief in any court of competent jurisdiction; or (2) any dispute may, at the option of either party, be resolved in small claims court in Augusta, Georgia, provided that such claim (i) fall within the jurisdiction of the small claims court, and (ii) were unsuccessfully resolved through the informal resolution and arbitration procedures required below.

You agree that, except as provided below, any dispute, claim or controversy arising out of or relating in any way to the Platform will be determined by binding arbitration or small claims court, instead of in courts of general jurisdiction.

In no event will the terms of this section limit our ability to investigate complaints or reported violations of these Terms of Service, or to take any action we deem necessary and appropriate to mitigate actions against us, including reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties.

The terms of this Section apply to all disputes and actions, even if the circumstances or relationship giving rise to such disputes or actions occurred prior to this version of the Terms of Service (or such modification). However, these terms do not apply to any dispute which you have asserted, or any action which you have initiated, prior to the effective date of these Terms. If any modification of the terms of this Section is deemed to be unlawful, void or for any reason unenforceable, then the dispute resolution provisions effective at the time of your agreement to these Terms of Service shall govern any dispute or disagreement between you and us regarding the Platform, our Services, or this Agreement.

THE PARTIES WAIVE THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, MASS ACTION, GROUP ACTION, REPRESENTATIVE ACTION, AND/OR COLLECTIVE ACTION IN ANY DISPUTE. EACH PARTY MAY PROCEED AS TO ANY DISPUTE ONLY IN THAT PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, MASS ACTION, GROUP ACTION, REPRESENTATIVE ACTION, AND/OR COLLECTIVE ACTION.

If you have any dispute with us or any related third party, arising out of, relating to, or connected with these Terms of Service or the Platform, you agree to contact us directly and provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account); and give us thirty (30) days from the date of filing your written description with us within which to resolve the dispute to your reasonable satisfaction.

Promptly following receipt of such notice, we will personally meet, via telephone or videoconference, in a good-faith effort to confer with each other and try to resolve informally any dispute covered by these Terms of Service. If you are represented by counsel, your counsel may participate in the conference as well, but you agree to fully participate in the conference personally. Likewise, if we are represented by counsel, our counsel may participate in the conference as well, but we agree to have a company representative fully participate in the conference.

The statute of limitations and any filing deadlines shall be tolled while the Parties engage in the Informal Resolution process.

In the event we are unable to resolve any dispute through an informal dialogue, a third-party arbitrator or small claims court will help us resolve any disputes we might have, and you agree that any disputes will be resolved on an individual basis rather than as a class or collective action, even if the rules of arbitration otherwise provide for class or collective disputes. Failure to complete the Informal Resolution process is grounds for dismissal of any Arbitration.

Any claims by us, or claims by you that are not resolved by the informal resolution procedure described above, arising out of, relating to, or connected with these Terms of Service, other than a claim by TaxSlayer for injunctive or other equitable relief, shall be settled confidentially by a single arbitrator with arbitration conducted in Augusta, Georgia (or via remote conferencing where appropriate and permitted to mitigate costs of travel).

The arbitrator will be selected by mutual agreement, and if the Parties are unable to agree on an arbitrator, each Party may petition the State courts of the State of Georgia or the United States District Court for the Southern District of Georgia to appoint on arbitrator meeting the requirements herein from the arbitrators proposed by the Parties.

The Parties agree that neither JAMS nor the American Arbitration Association (“AAA”) shall administer the Arbitration or appoint the Arbitrator. However, the Arbitration shall be administered pursuant to JAMS’ Streamlined Arbitration Rules and Procedures or other comparable rules to which the parties agree. For the avoidance of doubt, the selection of JAMS rules does not mean that JAMS will administer the Arbitration or appoint the Arbitrator.

These Terms of Service and each of its parts evidence a transaction involving interstate commerce, and the Federal Arbitration Act (9 U.S.C. § 1 et seq.) will apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

In addition to and notwithstanding the terms stated above, the following will apply to your disputes: (1) the arbitration proceeding and results thereof will be kept confidential by each party; (2) the arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of these Terms of Service including any claim that all or any part of these Terms of Service is void or voidable; (3) because the Parties agree that because disputes or actions can be brought only in an individual capacity, and expressly waive the right to participate in a class action, mass action, group action, representative action, and/or collective action in any dispute, the arbitrator will not have the power to conduct any form of class or collective arbitration, nor join or consolidate claims by or for individuals; and (4) the Parties hereby irrevocably waive any right to a court trial (other than small claims court as provided above) or to serve as a representative, as a private attorney general, or in any other representative capacity, or to participate as a member of a class of claimants, in any lawsuit, arbitration, or other proceeding against us or related third parties arising out of, relating to, or connected with these Terms of Service.

If the Arbitrator finds that the costs and fees of an Arbitration you initiate will be prohibitive for you as compared to the costs of litigation, we will pay as much of your filing, arbitrator, and hearing fees in the Arbitration as the Arbitrator deems necessary to prevent the Arbitration from being cost-prohibitive to you, based on your individual circumstances, regardless of the outcome of the Arbitration, unless the Arbitrator determines that your claim(s) were frivolous or asserted in bad faith. You are responsible for all other attorneys’ fees and expenses for an Arbitration initiated by you. If we initiate an Arbitration against you, we will pay all costs associated with the Arbitration (other than your attorneys’ fees and expenses unless permitted to be recovered under the arbitration rules or applicable law).

Regardless of any statute or law to the contrary, you agree that any claim or cause of action arising out of, relating to, or connected with your use of the Platform or any term or condition of these Terms of Service, must be filed within twelve (12) months of the date the facts giving rise to the action or dispute were known or should have been known by you, or forever be barred. This statute of limitations and any filing deadlines shall be tolled while the Parties engage in the Informal Resolution process.

Your 30-day right to opt out. You have the right to opt-out and not be bound by the specific “Arbitration” and necessarily, the “Arbitration Costs” subsections set forth above, by sending written notice of your decision to opt-out to the following address via certified mail: 945 Broad Street, Augusta, GA 30901. The notice must be sent within thirty (30) days of your first use of the Platform following the effective date of these Terms of Service, otherwise you shall be bound to arbitrate disputes in accordance with these Terms. If you opt-out of the specific “Arbitration” and “Arbitration Costs” subsections above, TaxSlayer also will not be bound by them.

TaxSlayer right to terminate mandatory dispute resolution program. At any time, TaxSlayer may terminate its agreement to this Section. That termination will not affect any action that has already been initiated.

22. WAIVER; SEVERABILITY

The failure of TaxSlayer to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service is found to be contrary to any law or regulation of an administrative or governmental agency or body, such provision will be modified and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. In the event such a provision cannot be modified and becomes invalidated or unenforceable, its invalidation or unenforceability will not affect the validity or enforceability of any other provision of these Terms of Service.

23. ENTIRE TERMS OF SERVICE

These Terms of Service, together with our License Agreement and Privacy Policy, as each may be amended from time to time, constitute the complete and exclusive agreement between you and us with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, or Terms of Services not specifically incorporated herein.

24. CHANGES IN TERMS AND CONDITIONS

From time to time, we may add to, modify, or revise these Terms of Service. If a change is determined in our sole discretion to be material, we will notify you by e-mail, via your Account Hub, or by posting a notice on this page. You agree that such modified Terms of Service will be effective upon our posting of such updates, unless otherwise set forth by us. Your continued use of the Platform after such change becomes effective will constitute your affirmative acceptance to the modified Terms of Service. If you do not agree to, or cannot comply with, the Terms of Service as amended, you must stop using the Platform.

25. QUESTIONS REGARDING THESE TERMS OF SERVICE

If you have any questions regarding these Terms of Service, you may contact us at [email protected] or via First Class Registered U.S. mail, overnight courier, or personal service to TaxSlayer Pro LLC, 945 Broad Street, Augusta, Georgia 30901.