1. Acceptance of Terms
These Terms and Conditions ("Terms") form a binding agreement between [INSERT LEGAL COMPANY NAME] ("TPP," "we," "us") and the tax practice, firm, or individual professional ("Customer," "you," "your firm") that registers for or uses Tax Practice Portal (the "Service").
By creating an account, starting a free trial, or clicking "I Agree," the individual accepting these Terms represents that they are authorized to bind the Customer to this agreement. If you do not have that authority, do not accept these Terms on the Customer's behalf.
2. Definitions
"Client Data" means information, documents, and communications a Customer or its taxpayer clients submit through the Service in connection with tax preparation or advisory work.
"Customer Data" means account, configuration, and usage information about the Customer's firm that is not Client Data.
"Subscription" means a Customer's paid plan tier (Starter, Professional, or Enterprise) as described on the Service's pricing page from time to time.
"Trial" means the 30-day evaluation period described in Section 6.
3. Eligibility
The Service is intended for licensed or otherwise qualified tax preparers, enrolled agents, CPAs, and the firms that employ them. You must be at least 18 years old and capable of forming a binding contract to register.
You are responsible for ensuring your firm's use of the Service complies with the licensing, continuing-education, and practice requirements of every jurisdiction in which you practice.
4. Account Registration
Registration requires accurate, current firm and contact information. You agree to keep this information up to date and to promptly notify us of any change in the firm's authorized administrator.
One firm account should reflect one practice; do not create duplicate firm accounts to extend trial eligibility or otherwise circumvent these Terms (see Section 6.4).
5. User Accounts
The firm's Owner/Administrator may invite additional staff users and assign them roles (Administrator, Preparer, Reviewer, or other roles the Service supports). Each staff user is individually responsible for the confidentiality of their own login credentials.
Client Portal accounts belong to the firm's taxpayer clients and are governed separately by Section 20 (Client Portal); a taxpayer client is never a Subscription owner and cannot bind the firm to these Terms.
6. 30-Day Free Trial
6.1 New firm accounts receive a 30-day free trial with access to all features generally available to paid Subscriptions at the time the trial begins, unless a specific feature is expressly excluded from trial access on the pricing page.
6.2 Trial start and end dates are recorded and enforced by our servers, not by your device, browser, or local clock. Trial status is tied to the firm account, not to any individual browser, device, or staff user — every staff member of a trialing firm sees the same trial.
6.3 An authorized TPP administrator may extend a firm's trial (for example, by a fixed number of additional days or to a specific date) for reasons such as onboarding delays or support issues. Trial extensions are recorded, including who granted the extension, when, and why.
6.4 We use reasonable, non-punitive signals (such as verified firm domain, billing account, and account history) to deter the creation of duplicate trial accounts by the same firm. We do not intend, and will make reasonable efforts to avoid, blocking legitimate firms with shared infrastructure or common contact information.
7. Trial Expiration
When a trial ends without an active paid Subscription, the firm's account moves to a restricted state. We will not delete Client Data, Customer Data, tax returns, documents, messages, tasks, appointments, organizers, or firm files as a result of trial expiration alone.
In the restricted state, firm users may still log in, view billing and Subscription information, review and accept these Terms, contact support, export data the Service permits them to export, and upgrade to a paid Subscription — but may not perform normal production operations (such as preparing new returns or inviting new clients) until the firm subscribes or an administrator extends the trial.
Retention and eventual deletion of data for accounts that remain unsubscribed for an extended period are addressed in Section 32 (Data Backups) and Section 33 (Data Export), and in our Privacy Policy — not by immediate deletion at trial expiration.
8. Subscriptions
Paid Subscriptions are offered in tiers (currently Starter, Professional, and Enterprise) described on the Service's pricing page, which is the authoritative source for current pricing — these Terms do not themselves state prices.
Converting from a trial to a paid Subscription uses the billing and plan-selection flow within the Service (Firm Management → Subscription & Billing) and does not require a separate contract unless your firm has a separately negotiated order form.
9. Billing and Payment
Subscription fees are billed in advance on the billing interval you select (monthly or annual, where offered) to the payment method on file. You authorize us (or our payment processor) to charge that payment method for all fees due.
You are responsible for keeping your payment method current. Failed payments may result in a Past Due status and, if not resolved, suspension as described in Section 34.
10. Automatic Renewal
Unless cancelled before the end of the current billing period, paid Subscriptions renew automatically for an additional period of the same length, at the then-current price for your plan, charged to the payment method on file.
We will disclose, at the time you subscribe and in your Subscription & Billing settings, whether your plan auto-renews, the renewal amount and frequency, and when the next charge will occur — this disclosure is never limited to fine print.
11. Cancellation
An Owner or Administrator may cancel a Subscription at any time from Firm Management → Subscription & Billing. Cancellation stops future renewal charges; it does not retroactively refund the current billing period unless required by law or a separate written policy.
After cancellation, the firm account follows the same restricted-but-preserved treatment described in Section 7 once the current paid period ends.
12. Terms Acceptance
A firm's Owner or Administrator must accept the current version of these Terms on behalf of the firm no later than the end of the firm's trial, and again whenever a materially updated version is published (see Section 42, Changes to Terms).
We record each acceptance as an individual, immutable event — including who accepted, when, the Terms version accepted, and, where legally appropriate, the accepting user's IP address and browser/device information. We do not overwrite or delete a prior acceptance record when a new one is created.
Other staff users may be asked to acknowledge the Terms on first login for their own awareness; that acknowledgment is separate from, and does not substitute for, the firm-level acceptance an Owner or Administrator must give.
Paid access to the Service is not granted based on payment alone — the firm's current Terms acceptance is a separate, required condition of normal Service access.
13. Customer Data
You retain all rights to your Customer Data. You grant us a limited license to host, process, and display Customer Data solely to provide, maintain, and improve the Service, and as otherwise permitted by these Terms and our Privacy Policy.
14. Client Data
Client Data is uploaded, entered, or exchanged by your firm and your taxpayer clients through the Service. As between you and TPP, you (the firm) — not TPP — are responsible for determining what Client Data is appropriate to collect and for obtaining any consents your taxpayer clients require.
TPP acts as a processor/service provider with respect to Client Data for purposes of applicable data protection and tax-preparer confidentiality laws (including, where applicable, IRC §7216 and its implementing regulations), and will handle Client Data only as instructed by the firm and as described in these Terms and our Privacy Policy.
15. Tax Professional Responsibility
The Service is a practice-management and document-exchange tool. It does not prepare, review, sign, or file tax returns on your behalf, and it does not provide tax, legal, or accounting advice.
You remain solely responsible for the accuracy, completeness, and timely filing of any tax return or work product prepared using information exchanged through the Service, and for complying with all applicable professional-responsibility rules (including, where applicable, Treasury Circular 230).
16. No Guarantee of Tax Results
We make no representation or warranty regarding the tax outcome, refund amount, audit risk, or any other result of tax positions taken using information managed through the Service.
17. Document Management
The Service lets firms and their clients upload, categorize, review, and exchange documents. You are responsible for reviewing documents for accuracy and completeness before relying on them in tax preparation.
Document status labels (e.g., "Pending Review," "Reviewed," "Missing") reflect workflow state within the Service and are not themselves a certification of the document's content.
18. Security
We maintain administrative, technical, and physical safeguards designed to protect Customer Data and Client Data, including encryption in transit and at rest, and access controls scoped to each firm's own account.
No system is completely secure. You agree to promptly notify us of any known or suspected unauthorized access to your account (see Section 45, Security Incidents).
19. Multi-Factor Authentication
We may require or make available multi-factor authentication (MFA) for staff and, at a firm's option, for its taxpayer clients. Firms handling sensitive tax data are strongly encouraged to enable MFA for all users to the extent the Service supports it.
20. Client Portal
The Client Portal gives a firm's taxpayer clients limited, firm-controlled access to their own documents, messages, tasks, and appointments. A Client Portal user's access is scoped to their own information only and does not include any subscription-management, billing, or firm-administration capability.
21. Electronic Signatures
Where the Service supports electronic signature of engagement letters, authorizations, or these Terms, you agree that an electronic signature or click-to-accept action has the same legal effect as a handwritten signature, to the extent permitted under the U.S. ESIGN Act and applicable state law (e.g., UETA).
22. Communications
By creating an account, you consent to receive service communications (including trial, billing, and security notices) from us by email and, where enabled, in-app notification. Some communications are required for account and legal notices and cannot be opted out of while your account remains active.
23. SMS
If you or your clients opt in to SMS notifications, message and data rates may apply. Consent to SMS is tracked per contact and can be withdrawn at any time through the Service or by replying STOP, subject to applicable messaging regulations.
24. Third-Party Services
The Service may integrate with third-party tools your firm chooses to connect (for example, accounting, e-signature, calendar, or payment platforms). Your use of any connected third-party service is governed by that provider's own terms, and we are not responsible for third-party services' acts or omissions.
25. Integrations
Disconnecting an integration stops future data exchange with that provider but does not retroactively remove data already synced into the Service. You are responsible for reviewing the scope of access an integration requests before connecting it.
26. Acceptable Use
You will not use the Service to store or transmit unlawful content, infringe others' rights, attempt to gain unauthorized access to any account or system, interfere with the Service's operation, or reverse engineer the Service except as permitted by law.
You will not attempt to circumvent trial, subscription, or Terms-acceptance enforcement by any technical means, including manipulating client-side state, request payloads, or system clocks.
27. Customer Responsibilities
You are responsible for the accuracy of information your firm enters, for training your staff on appropriate use of the Service, and for promptly removing access for staff who leave the firm.
28. Intellectual Property
TPP retains all right, title, and interest in and to the Service, including its software, design, and trademarks. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service during an active Subscription or Trial — no other rights are granted.
29. Feedback
If you provide suggestions or feedback about the Service, you grant us a perpetual, royalty-free license to use that feedback without obligation to you.
30. Confidentiality
Each party will protect the other's non-public information disclosed in connection with the Service with the same degree of care it uses for its own confidential information, and at least reasonable care, and will use it only as needed to perform under these Terms.
31. Service Availability
We aim for high availability but do not guarantee uninterrupted access. We may perform scheduled maintenance and will use reasonable efforts to provide advance notice for maintenance expected to cause a material outage.
32. Data Backups
We maintain routine backups of Customer Data and Client Data as part of our operational practices. Backups are a business-continuity measure, not a substitute for your own recordkeeping obligations as a tax professional.
33. Data Export
You may export your firm's Customer Data and Client Data in commonly used formats, including during a restricted (trial-expired) account state, so your firm is never locked out of its own records.
34. Suspension
We may suspend account access for significant billing delinquency, a security threat, or a material violation of Section 26 (Acceptable Use), after reasonable notice where practical. Suspension restricts access; it does not itself delete Customer Data or Client Data.
35. Termination
Either party may terminate this agreement as described in the Subscription's order terms or, absent one, on reasonable written notice. We may terminate immediately for a material, uncured breach of these Terms.
36. Effect of Termination
On termination, your right to access the Service ends. We will make Customer Data and Client Data available for export for a reasonable period following termination, consistent with Section 33, before it is deleted in accordance with our data retention practices and our Privacy Policy.
37. Disclaimers
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
38. Limitation of Liability
[PLACEHOLDER — REQUIRES LEGAL COUNSEL REVIEW BEFORE FINALIZATION.] Subject to applicable law, neither party's aggregate liability arising out of these Terms will exceed [INSERT LIABILITY CAP, e.g., fees paid in the preceding 12 months], and neither party will be liable for indirect, incidental, special, consequential, or punitive damages. Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.
39. Indemnification
You agree to indemnify and hold TPP harmless from third-party claims arising from your use of the Service in violation of these Terms or applicable law, including claims arising from Client Data you submitted without proper authorization.
40. Governing Law
[PLACEHOLDER — REQUIRES LEGAL COUNSEL REVIEW BEFORE FINALIZATION.] These Terms are governed by the laws of [INSERT GOVERNING STATE/JURISDICTION], without regard to conflict-of-laws principles.
41. Dispute Resolution
[PLACEHOLDER — REQUIRES LEGAL COUNSEL REVIEW BEFORE FINALIZATION.] The parties will attempt to resolve any dispute informally first. [INSERT ARBITRATION/VENUE/CLASS-ACTION-WAIVER PROVISIONS AS ADVISED BY COUNSEL.]
42. Changes to Terms
We may update these Terms from time to time. A materially updated version is assigned a new version number (e.g., moving from 1.0 to 1.1 or 2.0) and requires a new acceptance from your firm's Owner or Administrator — we never treat silence, continued use, or the prior version's acceptance as acceptance of a new version.
When a new version is published, firm administrators see an "Updated Terms & Conditions" notice with the option to review the changes before accepting.
43. Privacy
Our collection and use of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.
44. Security Incidents
If we become aware of a security incident affecting your Customer Data or Client Data, we will notify your firm's designated administrator without undue delay and in accordance with applicable law.
45. Government Requests
If we receive a legal request (such as a subpoena) for Customer Data or Client Data, we will, where legally permitted, notify the affected firm before disclosing the requested information.
46. Force Majeure
Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including natural disaster, internet or utility outage, or government action.
47. Severability
If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect, and the unenforceable provision will be reformed to the minimum extent necessary to make it enforceable.
48. Entire Agreement
These Terms, together with our Privacy Policy and any order form your firm has signed, constitute the entire agreement between you and TPP regarding the Service and supersede any prior agreements on the subject.
49. Contact
Questions about these Terms can be sent to legal@taxpracticeportal.com or mailed to [INSERT LEGAL COMPANY NAME], [INSERT BUSINESS ADDRESS].