TERMS OF SERVICE

Thank you for choosing United Tax Pros Accounting inc. DBA
UTPpay We provide a Website (the “website”) that encompasses a variety of services, including online tax Preparation Services, Accounting Services, Payroll Services, and bookkeeping Services. You are entering into a contract with United Tax Pros Accounting inc. DBA UTPpay, DBA UTP Accounting, Uptown Tax Services LLC DBA United Tax Pros, United Tax Pros affiliates, and United Tax Pros third party licensed locations. If you are an individual acting on your company’s or client’s behalf, you accept these provisions on their behalf, and the term “you” will refer to you, your company or your client.

Agreement to these Terms
You need to agree to these terms to use our services. By using United Tax Pros Accounting Inc. services, you are instructing us to share your data across our platform for purposes described in our Privacy Statement, consistent with applicable law. This data may include
personal information and other information we obtain from you. As always, United Tax Pros will not share your tax preparation data without your explicit consent, as required by law.
To access and/or use the website, you acknowledge and agree:
• To the terms and conditions of this agreement (“Agreement”),
which includes:
o United Tax Pros Accounting Inc. Privacy Statement
o The current version of the terms set out in this agreement
and any additional provisions and conditions provided
separately to you for your use of the website, which may
include terms and conditions from third parties (which we
refer to as “Additional Terms”).
You are at least 18 years of age;
You are capable of forming a binding contract with United Tax
Pros Accounting inc.; and
You are not a person who is prohibited from using the Platform
under the laws of the U.S. or any other applicable jurisdiction.
There may be services on the Website that you will have a user
account. You are responsible for keeping your account and
password information confidential and for restricting access to
your computer, and you agree to accept responsibility for all
activities that occur under your account. You agree that you will
immediately notify us of any unauthorized use of your password
or account, or any other breach of security of which you are
aware of. You are responsible to ensure that you properly close
out of your account at the end of each session. We may, in our
sole discretion at any time, terminate your password, account (or
any part thereof) or use of the Website for any or no reason.
United Tax Pros Accounting inc., will not be liable to you or any
third party for any termination of your access to the Website. If
your status as a user of this Website is terminated, you will (i)
stop using the Website and any information obtained from the
Website, and (ii) destroy all copies of your account information,
password and any information obtained from this Website.
•
You agree that any information you provide to us through the
Website will be accurate, current and complete. If you provide
any information that is untrue, inaccurate, not current or
incomplete as of the date the information was provided, or if we
have reasonable grounds to suspect that such information
provided is untrue, inaccurate, not current or incomplete, we
have the right, without limitation, to terminate or suspend any of
your accounts and to refuse any and all current or future use of
the Website (or any portion thereof) and the services and
information provided on the Website.
Use of Website
•
The Site is available only to users who have a registered user ID
and password and are employees or plan participants of the
employer indicated on the Site (the “Employer”). Only authorized
users are permitted to use or access the Site, and such use or
access is prohibited by unauthorized third parties. An
“Unauthorized Third Party” refers to any third party or business
that seeks to access or accesses the Site using the account
credentials (e.g., user name or ID and password) of an employee
or plan participant of the Employer (each a “user”), regardless of
the user’s purported consent, in order to access, copy or obtain
information within the Site, whether such information is
accessed, copied or by other means, including data scrapers,
data aggregators and any third parties seeking to monetize data
obtained from United Tax Pros Accounting Inc. without United
Tax Pros Accounting Inc.’s express consent.
Your Personal Information
You agree that United tax Pros Accounting Inc. may use and maintain
your personal information according to United Tax Pros Accounting
Inc’s Privacy Statement and any changes published by United Tax
Pros Accounting Inc.
•
We want to be transparent about how we use personal
information and about your rights in our Privacy Statement. You
should only provide us with personal information of others if you
have received permission to do so.
To the extent we allow you to input personal information (as the term
is defined under applicable law) about individuals other than yourself,
you represent and warrant that you have complied with all applicable
laws and received the proper authority or consent to allow us to collect
and process such information to operate our business, in accordance
with our Privacy Statement. You further agree that, other than with
respect to information furnished to United Tax Pros Accounting Inc. in
connection with the preparation of an individual or business tax return,
any sharing of personal information among United Tax Pros
Accounting Inc., and United Tax Pros and its affiliates is contemplated
as part of the website. You agree such sharing does not constitute a
“sale” of information as defined under the California Consumer Privacy
Act.
•
By using our Products and Services, you represent and warrant
that your information is true and accurate to the best of your
knowledge. You agree not to submit false information such as
name, email, address, telephone number, social security
number, or any inaccurate information when using our services.
•
You represent that all information you provide is accurate,
consistent, and complete and that you have the right to provide
the information to us. You understand that we are relying upon
information provided by you (including information on source
documents), and we do not independently verify information that
you provide. It is your responsibility to substantiate the basis for
any claimed credits, deductions, or expenses. You grant United
Tax Pros Accounting inc. a perpetual and royalty-free license to
reproduce, use, store, and process any information that you
provide, including Tax Information and other personal information
in accordance with Federal and State law. If you provide, or we
reasonably believe you have provided, information that is false,
incorrect, incomplete, pornographic, or improper, we have the
right to delete the information, and refuse all current or future use
of the Products and Services.
Your Rights to Use the Website
•
•
You can use our Website for your own personal and lawful use
or as otherwise permitted under this Agreement.
Minimum Age. You must be 18 years of age or older to use the
Products and Services. You represent you are 18 years of age or
older.
•
•
Payment of Applicable Fee. Your use of the Products and
Services may require you to pay a fee to United Tax Pros
Accounting inc, and your use of certain Products and Services
may be conditioned upon paying the applicable fee for such
Products and Services. If United Tax Pros Accounting Inc.
processes your payments using a third-party payment processor,
such payments will be governed by the third-party payment
processor’s terms of use and privacy policy. If you obtain a
Refund Transfer, your fees are not due until after all services are
complete, which is typically when your refund is received and
your authorized payments are disbursed, but in any event, no
more than 30 days after your tax return is e-filed.
Prohibited use. You must not, directly or indirectly use the
Products and Services in a way that is unlawful.
You will notify us immediately of any unauthorized use of the
Products and Services including submitting wrong of fraudulent
information to our website.
Content and Data
•
•
•
•
What’s yours remains yours, what’s ours remains ours, but we
may use the information you provide to improve our website.
Your Content remains yours, which means that you retain any
intellectual property rights that you have in your Content. By
sharing your Content on the Service, you hereby grant United
Tax Pros a license to use your Content, as described in this
agreement.
You will not export the Products and Services or other materials
provided by us without obtaining United Tax Pros Accounting
inc.’s prior written consent.
You are solely responsible for compliance with all applicable
laws, regulations, statutes, ordinances, and governmental
authority rules regarding your use of the Products and Services,
including those related to data privacy, international
communications and the transmission of personal data.
•
The Products and Services, modifications, copyrights, patents,
trade secrets, trademarks, and other intellectual property rights
pertaining to any aspect of the Products and Services are our
exclusive property. You acquire no ownership interest, derivative
work, or component of the Products and Services through your
use of the Products and Services. You are not granted the right,
title, or interest to any trademark, service mark, logo, or trade
name of United Tax Pros Accounting inc. under this Agreement.
Prohibited Uses
•
We expect you to obey the law and follow certain rules in using
the Website.
United Tax Pros Accounting inc. does not condone or support any
activity that is illegal, violates the rights of others, harms or damages
United Tax Pros Accounting inc. reputation or could cause United Tax
Pros Accounting inc. to be liable to a third party. At minimum, you may
not use the website to:
● Violate any law, regulation, executive order or ordinance,
including through actions that give rise to criminal, civil,
administrative or regulatory liability and/or fines.
● Post or share Content that is or may be illegal or
inappropriate, including material that may be defamatory,
obscene, harassing, offensive, fraudulent, objectionable or
infringing.
● Transmit any virus, trojan horse or other disruptive or
harmful software or data.
● Send any unsolicited or unauthorized advertising, such as
spam;
● Impersonate or misrepresent your affiliation with United Tax
Pros;
● Resell, license or provide free or unauthorized access to our
Website.
●
Attempt to reverse engineer in any way any of the Website;
● Engage in unauthorized access, monitoring, interference
with or use of the Website or information (including personal
information), computers, systems or networks, including scraping
or downloading content that doesn’t belong to you;
● Encourage or enable any other individual to do any of the
above or otherwise violate this Agreement.
We take copyright seriously at United Tax Pros Accounting inc. We
respect the copyrights of others and expect you to do the same.
United Tax Pros Accounting inc. may terminate your use of the
Website based on our reasonable suspicion that your activities,
business or products are objectionable or promote, support or engage
in any of the prohibited uses described above.
United Tax Pros Accounting inc. may (but has no obligation to)
monitor the use of the Website or Content and may edit or remove any
Content. We may disclose any information necessary to satisfy our
legal obligations, protect United Tax Pros Accounting inc. or its
customers or operate the website properly.
Security.
•Data transmitted to and from the Site is encrypted for your
protection. However, the security of information transmitted
through the internet can never be guaranteed. United Tax Pros
Accounting Inc. is not responsible for any interception or
interruption of any communications through the internet or for
changes to or losses of data. You are responsible for maintaining
the security and confidentiality of any password, user ID or other
form of user authentication required by United Tax Pros
Accounting Inc. (“Authentication”) involved in obtaining access to
password protected or secure areas of United Tax Pros
Accounting Inc.’s sites, and you shall not disclose any
confidential account access credentials or information to
Unauthorized Third Parties. In order to protect you and your
data, United Tax Pros Accounting Inc. may suspend your use of
the Site, without notice, pending an investigation, if any such
unauthorized disclosure or breach of security is suspected.
Your••Access to Products and Services
Cancelation or modification of Products and Services. We
reserve the right to: change the Products and Services at any
time, without notice, and for any reason; or cancel or terminate
your use of the Products and Services if you violate this
Agreement. We will not be liable to you or any third party for any
modification or discontinuance of Products and Services.
Technical difficulties. We cannot always anticipate technical or
other difficulties. These difficulties may result in loss of your data,
personal settings, or other interruptions to the Products and
Services. We have no responsibility for the timeliness, deletion,
mis-delivery, or failure to store any data, communications, or
personal settings with the Products and Services.
Electronic Filing (e-file).
• Your responsibility. You are solely responsible for verifying that
your tax returns have been filed and received by the applicable
Revenue Authorities. You are responsible for taking appropriate
alternative actions if necessary to ensure the Revenue Authority
receives your tax return, and for retaining a copy of your tax
returns for your records.
• You have the sole responsibility and liability for reviewing and
verifying all tax returns and results from the Products and
Services for accuracy and completeness.
• State requirements. The ability to e-file your state tax return
depends on the policy of each individual state. As such, e-filing
•may not be available in some states. Some states may require
you to e-file your personal federal and state tax returns at the
same time.
Our limited responsibility to e-file. If a United Tax Pros
Accounting inc. tax professional does not file your tax return and
you select, qualify for, and pay applicable fees, our only
responsibility with respect to e-filing your tax return is limited to
using commercially reasonable efforts to send your tax return
electronically to the Revenue Authority.
Payroll Service
Subject to Employer’s compliance with these Payroll Terms, United Tax
Pros Accounting Inc. will provide Employer with the Payroll Service for
the purposes of (each a “Payroll Feature”):
•
Calculating Employer’s payroll and associated taxes and
liabilities;
•
Processing Employer’s payroll and making related payments
(each, a “Payment”) to Employer’s designated employees,
contractors, tax agencies, or other recipients (collectively,
“Payees”);
•
Withholding, filing, and remitting payroll tax Payments and filings;
•
Completing certain tax documents, including original and
amended tax filings on Employer’s behalf; and
Each Payroll Feature may carry additional Service Fees, may be
subject to Additional Terms, and/or may only be available to Employers
enrolled in certain Service Plans or who meet other eligibility criteria, as
determined by United Tax Pros Accounting Inc. United Tax Pros
Accounting Inc. reserves the right to change, modify, or terminate any
of the Payroll Features at any time with or without notice.
Bookkeeping Services
United Tax Pros Accounting inc. bookkeeping Services are a solution
for bookkeeping and financial organization where we maintain your
accounting books based on information provided by you or at your
direction. Our bookkeeping Services and any related communications
with us are not a substitute for and do not include legal, regulatory,
tax, financial, real estate, healthcare, or accounting advice.
Year-end Services
If you are a bookkeeping Services customer for the quarter following
your fiscal year end (i.e., your subscription has not been terminated
during such period), we may need to perform certain year-end
bookkeeping activities at that time as part of your subscription. If you
are not a bookkeeping Services customer for the quarter following
your fiscal year end, we will not perform year-end bookkeeping
activities and will not bear responsibility or liability with respect to any
failure to perform year-end bookkeeping activities on your behalf.
Sole Bookkeeper
This Section applies to the extent that we provide bookkeeping
Services to you. (if you register for United Tax Pros Accounting inc.
bookkeeping service.)
You agree that we will be your sole bookkeeper and in performing
such Services we must use, record, classify and reconcile your
financial transactions and other data to prepare your books. For
example, depending upon the Services we provide, we may have to:
(a) import transactions to your books in order to reconcile your bank
accounts, (b) categorize transactions in your books to expense
accounts and to balance sheet accounts for amortization purposes,
and/or (c) sync your payroll data via an integration or otherwise. As a
result, once we have performed such tasks, any modifications made
by you or on your behalf (for example, by another third-party service
provider) to your books may adversely impact Services previously
performed by us, causing us to have to re-perform such Services in
order to resolve any resulting inconsistencies or inaccuracies or to
confirm that there are no such inconsistencies or inaccuracies. If you
engage another third-party service provider to make changes to your
books, or you otherwise make changes to your books directly, while
you have engaged us to provide bookkeeping Services, the parties
agree to the following remedies, which shall be at our option and in
addition to any rights provided by contract, law or in equity: (i) we may
delay bookkeeping deliverables that are on a deadline, (ii) we may
charge our standard hourly fees for the additional work required to
remediate the situation, and/or (iii) we may terminate your subscription
at any time upon written notice without a refund of prepaid fees for
unelapsed months of any Services.
Your••Duties.
You must provide us with accurate, consistent, and complete
information that we request to provide or supply you with one or
more of the benefits associated with Full Service Tax
Preparation which may include, without limitation your name,
address, telephone number, email address, Social Security
number, EIN number, business name, business address, bank
statements, P&L Reports, income documents (invoices, bank
statements, etc.), deduction and credit documentation, receipts,
and other personal information. You will provide this information
by dropping off your documents at your local office, uploading
relevant documents to the website, or to your tax professional
through our secure site. If we are unable to obtain the required
personal information from you, Full Service Tax Preparation may
be unavailable, limited, or reduced.
Review and Approve Returns. After your tax professional
completes your federal and state tax returns, you must review
••and approve all returns before your tax professional can file your
tax returns for you. We will not file any tax returns unless we
receive your approval. If you identify any errors in your tax return
during your review (and before you approve), your tax
professional will work with you to correct any errors.
We will not file any tax returns until we receive payment for your
tax returns (or you agree to the appropriate paperwork if you are
paying for your tax preparation fees with your refund).
YOU HAVE THE OBLIGATION TO PAY ALL YOUR TAX
LIABILITY FOR CURRENT AND FUTURE TAX YEARS,
INCLUDING PAYMENT OF PROPER WITHHOLDINGS AND
QUARTERLY ESTIMATED TAX PAYMENTS, AND TO
COMPLY WITH ALL FILING REQUIREMENTS DURING AND
SUBSEQUENT TO OUR ASSISTED TAX PREPARATION
SERVICES.
Employer’s Responsibilities
•
Employer is Responsible for the Accuracy of all Payroll
Information
For purposes of these Payroll Terms, “Payroll Information” means:
1. all information provided to United Tax Pros Accounting Inc. by or
on behalf of Employer in connection with the Payroll Service,
including without limitation, information used to request or submit
Payments;
2. information provided to United Tax Pros Accounting Inc. by
Employer’s Payees or Members for purposes of the Payroll
Service; and
3. all information or other documentation generated or provided by
United Tax Pros Accounting Inc. through the Platform for
Employer’s review based on the information listed in items (i) and
(ii) above, including (but not limited to) pay statements, reports,
payroll tax filings, tax forms, payroll summaries, and print checks
(as applicable).
By submitting Payroll Information to United Tax Pros Accounting Inc.,
Employer represents that Employer is authorized to provide such
Payroll Information and is doing so in compliance with all of Employer’s
applicable legal obligations. Employer is solely responsible for the
accuracy, timeliness, and completeness of all Payroll Information. is
United Tax Pros Accounting Inc. entitled to rely on, and is not obligated
to independently verify the accuracy of, Payroll Information except
where required by law. United Tax Pros Accounting Inc. will not be liable
for any penalty, interest, Claims, or liability that results from inaccurate
or incomplete Payroll Information, including without limitation, penalties,
interest, Claims or liability resulting from Payments made using
inaccurate or incomplete Payroll Information, whether such Payroll
Information was provided by Employer or Employer’s Payees or
Members.
•
Employer is Responsible for Complying with Applicable Law
Employer is solely responsible for ensuring that Employer’s Payroll
Information and use of the Payroll Service complies with all applicable
laws, regulations, and contractual obligations or other legal
requirements including (without limitation) anti-money laundering laws,
wage and hour law, labor law, immigration law, tax law, fiduciary
obligations (e.g. as a plan sponsor of a qualified retirement plan, such
as a 401(k) plan, for which contributions are processed via the Payroll
Service), and privacy laws.
United Tax Pros Accounting Inc. does not guarantee that the Payroll
Service will provide all functionality necessary for, or perform in a
manner consistent with, all laws or legal obligations applicable to
Employer or Employer’s Payee(s). Employer acknowledges and
understands that such laws and obligations vary by industry, region and
city, and change over time. Employer assumes full and sole
responsibility for use of the Payroll Service to achieve Employer’s
intended purpose and comply with Employer’s applicable legal
obligations.
•
Employer is Responsible for Maintaining Sufficient Bank Account
Funds
Employer must maintain sufficient immediately available funds in
Employer’s Bank Account(s) to cover all Payments, fees, reserve
requirements (as applicable) and payroll taxes (“Amounts Due”) at the
time required. For Payments processed via ACH, such funds must be
available no later than the close of business on the day prior to the debit
date for any Payment (as applicable, for Payments processed via ACH).
For fees, Employer understands and acknowledges that if Employer
fails to timely pay fees for the Services or if Employer attempts to
clawback or cancel fees properly debited by United Tax Pros
Accounting Inc. from Employer’s Bank Account under the Payroll
Agreement, then Gusto may terminate or suspend the Employer
Account and/or Employer’s access to Payroll Service until we receive
the outstanding amounts due. Employer understands that United Tax
Pros Accounting Inc. will not calculate, remit, process, or submit payroll
tax Payments and/or filings if Employer’s access to the Payroll Service
is suspended or terminated and Employer agrees that Employer is
solely responsible for Employer’s applicable legal obligations, including
tax obligations.
United Tax Pros Accounting Inc. may request verification of, or require
Employer to verify and/or provide United Tax Pros Accounting inc.
evidence of, the balance of available funds in Employer’s Bank Account
and reserves the right to cancel or refuse to process any Payment if
United Tax Pros Accounting Inc. reasonably believes Employer has not
maintained sufficient Bank Account funds or for any other reason United
Tax Pros Accounting Inc. deems reasonable in our sole discretion,
without liability to Employer. Without limiting United Tax Pros
Accounting Inc. rights in Section 7 below, if (i) any debit from the Bank
Account by United Tax Pros Accounting Inc. under these Payroll Terms
fails or is returned due to Employer’s failure to maintain insufficient
funds, (ii) United Tax Pros Accounting Inc. reasonably suspects or
determines that Employer has misrepresented the balance of available
funds in the Employer’s Bank Account, or (iii) United Tax Pros
Accounting Inc. suffers any loss due to Employer’s failure to maintain
sufficient funds in the Bank Account; then, United Tax Pros Accounting
Inc. may cancel or reverse any corresponding Payments processed via
direct deposit transactions without liability to Employer, terminate the
Payroll Services or the Employer Account, charge Employer a one-time
fee or penalty, assess finance charges, recover the amount lost plus
any fees and costs of collection from Employer,or pursue any other
remedy or remediating action that United Tax Pros Accounting Inc.
deems reasonable as permitted by law. Termination of the Payroll
Service or of Employer’s Account does not relieve Employer of the
obligation to pay all Amounts Due or of any other obligations that
Employer may have under applicable law.
Employer understands and acknowledges that United Tax Pros
Accounting Inc. may reject, cancel, or reverse (if applicable) Employer’s
requested Payments to the applicable Payees if Employer fails to
maintain sufficient funds in Employer’s Bank Account, and United Tax
Pros Accounting Inc. is not liable for any resulting consequences or
Claims (including, without limitation, any consequences or Claims
arising from unremitted or untimely remitted payroll taxes and/or unpaid
or untimely wage or contract payments to Employer’s Payees).
Payroll Tax Filing; Responsibility for Tax Filings
By enrolling in the Payroll Service, Employer agrees to appoint United
Tax Pros Accounting inc. as Employer’s reporting agent for tax
reporting and filing purposes and, as applicable, authorizes United Tax
Pros Accounting inc. to instruct Employer’s applicable tax agencies to
debit Employer’s Bank Account for any payroll taxes due. Employer is
responsible for completing all required tax agency forms and electronic
authorizations to confirm such appointment and instructions. In order
for United Tax Pros Accounting inc. to file tax returns on Employer’s
behalf, (i) Employer must process at least one payroll through the
Payroll Service; (ii) the payroll must be paid out to the applicable
Payees; and (iii) Employer must timely provide all requested Payroll
Information to United Tax Pros Accounting inc. and ensure that such
information is accurate and complete. United Tax Pros Accounting inc.
will not file Employer’s payroll tax returns and will be unable to assist
Employer in resolution of any payroll tax issues via the Payroll Service
if the above criteria are not satisfied, and United Tax Pros Accounting
inc. is not responsible for any resulting Claims or consequences. United
Tax Pros Accounting inc. cannot represent Employer in tax matters,
and except as specifically provided in these Payroll Terms, United Tax
Pros Accounting inc. cannot file and pay taxes on Employer’s behalf.
Electronic Filings and Payments: Employer may be given the option, or
may be required, to pay taxes electronically, or to file tax returns
electronically (collectively “Electronic Tax Processing”). Employer
consents to the disclosure to the applicable tax authority or agency of
all information pertaining to Employer’s use of Electronic Tax
Processing.
Service Fees and Payroll Tax Filings: If United Tax Pros Accounting inc.
is unable to collect Service Fees from Employer by the applicable
payment due date for any reason, or if Employer attempts to cancel or
claw back fees properly debited by United Tax Pros Accounting inc.
from Employer’s Bank Account under these Terms, we may terminate
or suspend the the Payroll Service until we receive the outstanding
amounts due. In the event of suspension of termination of the Payroll
Service, United Tax Pros Accounting inc. may refund any unpaid payroll
taxes to the Employer Bank Account.
Employer Responsibility for Timely Filings: Even though Employer has
authorized United Tax Pros Accounting inc. to file payroll tax returns
and make payroll tax payments, ultimately, Employer is held solely
responsible by taxing authorities for the timely filing of tax returns and
the timely payment of payroll taxes. United Tax Pros Accounting inc.
recommends that all Employers enroll in the U.S. Treasury
Department’s electronic tax payment system to monitor Employer’s IRS
account and ensure that timely tax payments are being made on
Employer’s behalf, as outlined in our Help Center. State tax authorities
may offer similar means to verify tax payments, and United Tax Pros
Accounting inc. encourages Employer to contact Employer’s tax
counsel, accountant, or the applicable state tax agency directly for
details.
Employer Responsibility for Accurate Payroll Information used for Tax
Filings: United Tax Pros Accounting inc. may, at United Tax Pros
Accounting inc.’s sole discretion, use commercially reasonable efforts
to assist Employer in removing certain tax penalties or resolving
blocked tax payments that arise due to incorrect or incomplete Payroll
Information, but United Tax Pros Accounting inc. is not obligated to. In
the event that United Tax Pros Accounting inc. provides such
assistance, Employer (i) authorizes United Tax Pros Accounting inc. to
communicate with and share Payroll Information with the tax agency on
Employer’s behalf, and (ii) agrees to fully cooperate with United Tax
Pros Accounting inc. and provide United Tax Pros Accounting inc. with
all assistance required at Employer’s own expense, including but not
limited to signing additional authorization forms, timely completing
paperwork or providing information requested by United Tax Pros
Accounting inc. or the applicable tax authority, and/or procuring any
abatements that may be available to Employer, as applicable. Employer
understands that any such assistance from United Tax Pros Accounting
inc. does not constitute and should not be construed as professional
advice or guidance of any kind.
Employer Acknowledgements: Employer understands and agrees that
Employer is solely responsible for ensuring that the calculated payroll
and payroll tax amounts properly reflect any industry rules, collective
bargaining agreements, and/or laws or regulations that may apply to
Employer’s business. Employer further acknowledges that United Tax
Pros Accounting inc. is not responsible for and cannot control the acts
or omissions of tax agencies, and that tax agencies will review and
process tax filings and notices at their own discretion and according to
their own processing schedules. Employer also accepts final
responsibility for any audits or assessments by any tax agency or
authority, including (without limitation) any assessments or audits
resulting from Employer’s failure to provide correct and complete
Payroll Information. In the event that United Tax Pros Accounting inc.
fails to timely remit payroll taxes to the applicable tax agency on
Employer’s behalf or fails to timely submit a tax filing to the applicable
tax agency on Employer’s behalf, and in each case the applicable
Payments were submitted by Employer in compliance with these
Payroll Terms (each a “United Tax Pros Accounting inc. Error”), United
Tax Pros Accounting inc.’s sole responsibility and liability shall be
limited to the following: (i) United Tax Pros Accounting inc. shall remit
applicable payroll taxes to the appropriate tax agency; and (ii) United
Tax Pros Accounting inc. shall reimburse Employer or pay directly to
the appropriate tax agency the amount of any penalties directly arising
from such failure(s). Notwithstanding the foregoing, Employer must use
prompt and reasonable efforts to mitigate any penalties or losses
resulting from such failure(s), including, without limitation, cooperating
with United Tax Pros Accounting inc. and providing United Tax Pros
Accounting inc. with all assistance required at Employer’s own
expense, including but not limited to signing (e-sign or otherwise)
additional authorization forms, timely completing paperwork or
providing information requested by United Tax Pros Accounting inc. or
the applicable tax authority, and/or procuring any abatements that may
be available to Employer, as applicable. United Tax Pros Accounting
inc. will not be responsible or liable for any losses, claims, or penalties
(including, without limitation, increased tax rates) that may arise from
Employer’s failure to so mitigate. Employer is responsible for promptly
notifying United Tax Pros Accounting inc. of tax notices, tax bills,
changes to tax rates or deposit schedules, or other modifications or
communications from applicable tax agencies, and in any case no less
than thirty (30) days prior to any applicable response date.
Processing Payments via ACH
Authorization to Debit the Bank Account
•
Employer authorizes United Tax Pros Accounting inc. to debit
Employer’s Bank Account in the amounts necessary to (i) fund
Employer’s requested Payments to Payees and any applicable
Reserve Amount requirements; (ii) pay any Service Fees or
charges associated with the Payroll Service; (iii) pay payroll taxes;
(iv) pay any debit, correction or reversal entry fee or cost; (v) verify
the Bank Account via test deposit or debit (if applicable); and (vi)
pay any other amount due, including for other Services or
Programs provided by United Tax Pros Accounting inc. outside of
the Payroll Service. In the event that United Tax Pros Accounting
inc. debits slightly less than what is required to be remitted to the
applicable taxing authority on Employer’s behalf from the Bank
Account, United Tax Pros Accounting inc. will cover the difference
using United Tax Pros Accounting inc. own funds. In the event that
United Tax Pros Accounting inc. withdraws slightly more than
what is required, Employer will not be entitled to a refund or credit
for that amount. United Tax Pros Accounting inc. is not
responsible for determining whether Employer’s Bank Account
has deposit or withdrawal restrictions. These authorizations will
remain in effect until and unless Employer gives United Tax Pros
Accounting inc. written notice to terminate them. Such written
notice of termination must afford United Tax Pros Accounting inc.
and the Bank reasonable opportunity to act upon such notice.
Payee Authorizations for Direct Deposits
•
Employer is responsible for obtaining and maintaining all required
consents and authorizations from Employer’s Payee(s) for United
Tax Pros Accounting inc. to process direct deposits to Payee bank
accounts. Employer represents and warrants that (i) Employer has
received authorization from each Payee to allow Employer to
make Payments to them via the Payroll Service and to make any
necessary adjustments or corrections to such Payments, as
appropriate, and (ii) at the time a Payment is made via the Payroll
Service Employer has no knowledge that the authorization(s)
have been revoked or terminated.
Canceling or Reversing a Payment Processed via ACH
•
Subject to United Tax Pros Accounting inc. obligations under
applicable state money transmission laws, Employer may cancel
a Payment if has United Tax Pros Accounting inc. not yet
processed a direct deposit(s) for such Payment. Once a direct
deposit(s) has been processed, Employer will be unable to cancel
or correct the Payment, and will only be able to request that United
Tax Pros Accounting inc. reverse the deposit(s) (a “Reversal”).
United Tax Pros Accounting inc. may impose a fee for, or reject,
a Reversal request for any reason without notice or liability to
Employer. Reversals will only be processed (i) in accordance with
the NACHA Rules and (ii) if Employer submits a Reversal request
to United Tax Pros Accounting inc. no more than five (5) business
days after the applicable Payment was processed. Employer
understands and agrees that (i) Reversals may be unsuccessful
or fail to return some or all of Employer’s applicable Payment for
reasons beyond United Tax Pros Accounting inc. control,
including (without limitation) insufficient funds in the recipient
Payee’s bank account or bank errors; (ii) United Tax Pros
Accounting inc. will be unable to reverse Payments or recoup
funds remitted to Employer’s applicable tax agencies through the
Payroll Service; and (iii) Employer is solely responsible for
recouping or attempting to recoup funds associated with
unsuccessful Reversals outside of United Tax Pros Accounting
inc..
Other Limitations & Obligations
•
The Payroll Service does not support international ACH
transactions. is United Tax Pros Accounting inc. not responsible
for re-submitting a failed direct deposit if United Tax Pros
Accounting inc. initiated that direct deposit in compliance with
these Payroll Terms. If Employer requests a Payment via the
Payroll Service on a day when the ACH is closed, United Tax Pros
Accounting inc. will undertake commercially reasonable efforts to
process such Payment on the next available business day, subject
to these Payroll Terms. Employer acknowledges that Employer is
the Originator of each Payment United Tax Pros Accounting inc.
makes via ACH on Employer’s behalf and assumes the
responsibilities of Originator under the NACHA Rules. Employer
will indemnify United Tax Pros Accounting inc. as Third Party
Sender for any Claims which result from United Tax Pros
Accounting inc. obligations to indemnify any third party under the
NACHA Rules
Qualifying for reimbursement
• To qualify for the reimbursement, all the following conditions
must be met:
• The penalty and interest are for your tax year personal,
business, or payroll tax return prepared and filed by United Tax
Pros Accounting inc. or its affiliates.
• You used our service Second opinion, or Full Service Tax
Preparation in accordance with all terms and conditions of this
Agreement and any operating instructions.
• The penalty and interest caused solely and directly because of:
(a) an arithmetic error made by the Software;
(b) incorrect tax advice given in writing by a Untied Tax Pros
Accounting inc. preparer;
(c) a tax professional error on your return.
(6) If you used Second Opinion or Full Service Tax Preparation, you
notified your tax professional each notification must be made within
thirty (30) days after the penalty or interest was assessed or you
received a notice from any Revenue Authority regarding your tax
return, whichever is earlier.
• You timely sent us complete documentation of the penalty and
interest, including:
(a) all correspondence to and from each Revenue Authority.
(b) proof that you paid the penalty and interest; and
(c) any other relevant information we reasonably request.
• You took any action reasonably requested by us including filing
an amended tax return, if necessary, to limit any further penalties
and interest from accruing.
• You paid any applicable fees for license of the Software and the
Products and Services at the time of the initial filing or printing of
your tax return.
• The penalty or interest is not based on incorrect advice you
received from us that you knew was incorrect at the time you
filed your return.
• You did not provide any inaccurate, inconsistent, or incomplete
information in connection with your tax return.
•
•
•
•
Ineligibility for reimbursement. We will not reimburse you for
penalty or interest resulting from:
your choice to take a credit or deduction suggested to you by
another party;
any form not supported by the Software.
interest from the filing deadline to the date you filed your return if
you filed your return late.
more than an aggregate of ten thousand dollars ($10,000) in
interest and penalties owed to any Revenue Authorities based
on all federal or state tax returns, including business returns, you
filed for the 2022 tax year using the website.
•••••••••••incorrect entry of data by you or any third party;
data incorrectly imported into the website, Importing of Tax
Information, importing of payroll information, or by email;
your failure to follow your tax professionals instructions;
your breach of any of the terms of this Agreement;
your failure to correct and resolve errors identified by you or the
tax professional;
a claim for an improper or unsupportable deduction;
a failure to report income;
your failure to provide all necessary information to us or your
failure to provide accurate, consistent and complete information;
positions taken by you on your return that may be
unsubstantiated or incorrect, or an incorrect interpretation of the
law by you;
retroactive changes to federal or state tax laws or conflicting tax
laws; or
any other reason outside of our control.
Failed Direct Deposits
In the event that Employer’s requested direct deposit Payment fails and
the funds are returned to United Tax Pros Accounting inc. (“Unpaid
Funds”), United Tax Pros Accounting inc. will notify Employer and
Employer authorizes United Tax Pros Accounting inc. to credit
Employer’s Bank Account via direct deposit in order to return such
Unpaid Funds to Employer. Employer is solely responsible for
contacting the relevant Payee(s), complying with all applicable
unclaimed property laws, updating and/or re-submitting Payroll
Information in order to re-perform the direct deposit, and/or otherwise
resolving the Unpaid Funds. Employer expressly releases United Tax
Pros Accounting inc. from all liability and Claims arising from applicable
unclaimed property laws. United Tax Pros Accounting Inc. will not, and
is not obligated to, defend or indemnify Employer in the event of an
audit, examination, assessment, or other enforcement action related to
the Unpaid Funds.
Exclusive remedy.
This agreement (if applicable) states our entire obligation and liability
and your exclusive remedy for any errors in your return caused by us
or the website, payroll service, bookkeeping, or Full Service Tax
Preparation. The monetary remedies available under Sections this
agreement (if applicable) is not available if you request a refund for
any of our services.
Disclaimer•••of Warranties
General Disclaimer. OTHER THAN THOSE EXPRESS
WARRANTIES AND GUARANTEES SET FORTH IN THIS
AGREEMENT, UNITED TAX PROS ACCOUNTING INC.,
UNITED TAX PROS, UNITED TAX PROS AFFILIATES, AND
LICENSEES MAKE NO WARRANTIES, EXPRESS OR
IMPLIED, REGARDING THE PRODUCTS AND SERVICES.
Disclaimer of implied warranty. WITHOUT LIMITING THE
PRECEDING SENTENCE AND TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY
IMPLIED WARRANTIES SUCH AS THE IMPLIED
WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY
AND FITNESS FOR A PARTICULAR PURPOSE ARE
EXCLUDED FROM YOUR LICENSE AND USE OF THE
PRODUCTS AND SERVICES. SOME STATES, INCLUDING
NEW JERSEY, DO NOT ALLOW EXCLUSIONS OR
LIMITATIONS OF IMPLIED WARRANTIES. IF YOU LIVE IN
ONE OF THESE STATES, THE ABOVE LIMITATIONS DO NOT
APPLY TO YOU AND IN SUCH CASE, ANY IMPLIED
WARRANTIES ARE LIMITED IN DURATION TO THE MINIMUM
PERMISSIBLE UNDER APPLICABLE LAW FROM THE DATE
YOU FIRST ACCESSED, USED OR ACQUIRED THE
PRODUCTS AND SERVICES
Disclaimer of express warranty. OTHER THAN EXPRESSLY
PROVIDED IN THIS AGREEMENT, UNITED TAX PROS
ACCOUNTING INC., UNITED TAX PROS, UNITED TAX PROS
AFFILIATES, AND LICENSEES DO NOT WARRANT OR
PROMISE THAT THE PRODUCTS AND SERVICES WILL
IDENTIFY THE APPROPRIATE DOCUMENTS FOR YOUR
NEEDS, THAT THE OPERATION OF THE PRODUCTS AND
SERVICES WILL BE UNINTERRUPTED, OR THAT THE
PRODUCTS AND SERVICES ARE FREE FROM BUGS OR
ERRORS. OTHER THAN EXPRESSLY PROVIDED IN THIS
AGREEMENT, UNITED TAX PROS, UNITED TAX PROS
AFFILIATES, AND FRANCHISEES MAKE NO OTHER
PROMISES ABOUT PERFORMANCE, ACCURACY, OR
RELIABILITY OF THE PRODUCTS AND SERVICES OR THEIR
ABILITY TO MEET YOUR REQUIREMENTS. WHILE UNITED
TAX PROS ACCOUNTING INC., UNITED TAX PROS, UNITED
TAX PROS AFFILIATES, AND LICENSEES ARE PROVIDING
THE PRODUCTS AND SERVICES TO ASSIST YOU IN
PREPARING AND FILING YOUR TAX RETURNS AND OTHER
FUNCTIONS, THE PRODUCTS AND SERVICES DO NOT
REPLACE YOUR OBLIGATION TO EXERCISE YOUR
INDEPENDENT JUDGMENT IN USING THE PRODUCTS AND
SERVICES. YOU ARE SOLELY RESPONSIBLE FOR
CORRECTLY INPUTTING YOUR INFORMATION INTO THE
PRODUCTS AND SERVICES AND FOR VERIFYING ALL
OUTPUTS RESULTING FROM YOUR USE OF THE
PRODUCTS AND SERVICES. OTHER THAN EXPRESSLY
PROVIDED IN THIS AGREEMENT, UNITED TAX PROS
ACCOUNTING INC., UNITED TAX PROS, UNITED TAX PROS
AFFILIATES, AND LICENSEES DO NOT WARRANT ANY
PARTICULAR RESULTS THAT YOU MAY OBTAIN IN USING
THE PRODUCTS AND SERVICES.
The Products and Services are not legal advice.
YOU ACKNOWLEDGE THAT UNITED TAX PROS ACCOUNTING
INC., UNITED TAX PROS AND ITS RESPECTIVE LICENSORS,
UNITED TAX PROS AFFILIATES, AND LICENSEES DO NOT
PRACTICE LAW NOR ARE THEY PROVIDING OR RENDERING
ANY SUCH LEGAL ADVICE, FINANCIAL ADVICE, OR
INVESTMENT RECOMMENDATIONS. YOU ACKNOWLEDGE AND
AGREE THAT YOUR USE OF THE PRODUCTS AND SERVICES
ARE NOT SUBSTITUTES FOR THE ADVICE OF AN ATTORNEY OR
OTHER COMPETENT FINANCIAL PROFESSIONAL. YOU
FURTHER ACKNOWLEDGE AND AGREE THAT LAWS VARY
FROM STATE TO STATE AND CHANGE OVER TIME AND THAT
THE FINAL DOCUMENTS, FORMS AND LETTERS SHOULD BE
REVIEWED BY AN ATTORNEY OR OTHER COMPETENT
FINANCIAL PROFESSIONAL BEFORE USE AND BEFORE YOU
FILE YOUR TAX RETURN.
Exclusive••remedy.
EXCEPT AS EXPRESSLY PERMITTED BY THIS
AGREEMENT, YOUR EXCLUSIVE REMEDY AND THE
ENTIRE LIABILITY OF UNITED TAX PROS ACCOUNTING
INC., UNITED TAX PRSOS AND ITS LICENSORS, UNITED
TAX PROS AFFILIATES AND LICENSEES WITH RESPECT TO
YOUR USE OF THE PRODUCTS AND SERVICES WILL BE
LIMITED TO THE AMOUNT PAID BY YOU TO UNITED TAX
PROS ACCOUNTING INC. FOR THE PRODUCTS AND
SERVICES. IN NO EVENT WILL UNITED TAX PROS
ACCOUNTING INC., UNITED TAX PRSOS AND ITS
LICENSORS, UNITED TAX PROS AFFILIATES AND
LICENSEES BE LIABLE TO YOU, REGARDLESS OF THE
FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT,
INCLUDING NEGLIGENCE, FOR ANY TAX LIABILITIES OR
ANY INDIRECT, SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED
TO, LOST DATA, LOST PROFITS OR BUSINESS, LOSS OF
USE, OR FOR ANY CLAIM OR DEMAND AGAINST YOU BY
ANY OTHER PARTY, EVEN IF UNITED TAX PROS
ACCOUNTING INC., UNITED TAX PRSOS AND ITS
LICENSORS, UNITED TAX PROS AFFILIATES AND
LICENSEES HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES
No additional liability. You agree that United Tax Pros
Accounting Inc., united tax pros and its licensors, united tax pros
affiliates and licensees will not at any time have any additional
liability for any claim, cause of action or injury that you or any
other person may have as a result of: (1) your use of, or inability
to use, the Products and Services; (2) your use of any
documents generated by the Products and Services; (3) your
retention of, or your failure to consult or retain, an attorney or
other competent professional with respect to any contract,
document or legal matter; (4) connection or toll charges for using
the Products and Services or obtaining updates for the Products
and Services; or (5) any fees, costs or expenses arising out of
troubleshooting or technical support for the Products and
Services.
States excluded.
SOME STATES, INCLUDING NEW JERSEY, DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR
CONSEQUENTIAL DAMAGES. IF YOU LIVE IN ONE OF THESE
STATES, THE ABOVE LIMITATION OR EXCLUSION DOES NOT
APPLY TO YOU.
Essential purpose of this agreement.
You agree that the essential purposes of this Agreement may be
fulfilled even with these limitations on liabilities. You acknowledge that
United Tax Pros Accounting inc. would not be able to offer the
Products and Services on an economical basis without these
limitations.
Indemnification.
You agree to defend and hold harmless United Tax Pros Accounting
Inc., united tax pros and its licensors, united tax pros affiliates and
licensees and their respective current and former successors, assigns,
officers, directors, representatives, employees, and agents from and
against any and all claims, suits, settlements, losses, liabilities,
penalties, damages (including incidental and consequential damages),
costs, and expenses (including reasonable attorneys’ fees and
expenses) resulting from or arising out of your breach of this
Agreement or your User Content.

Scope of Arbitration Agreement.
You and the United Tax Pros Accounting inc. parties agree that all
disputes and claims between you and the United Tax Pros Accounting
inc. Parties shall be resolved through binding individual arbitration
unless you opt out of this Arbitration Agreement. To the fullest extent
permitted by applicable law, either you or the United Tax Pros
Accounting inc.’s Parties may elect that an individual claim be decided
in small claims court, as long as it is brought and maintained as an
individualized claim. All issues are for the arbitrator to decide, except
that issues relating to the arbitrability of disputes and the validity,
enforceability, and scope of this Arbitration Agreement shall be
decided by a court and not an arbitrator. The terms “United Tax Pros
Accounting inc.’ Parties” or” we” or” us” in this Arbitration Agreement
include United Tax Pros Accounting inc., Uptown Tax Services LLC,
Management Business Advance, Inc., their direct or indirect parents,
subsidiaries, and affiliates; and the predecessors, successors,
officers, directors, agents, employees, and franchisees of any of them.
• Commencing arbitration. You or we may commence an
arbitration proceeding only if you and we do not reach an
agreement to resolve the dispute or claim during the Informal
Resolution Period (defined below).
• Pre-arbitration notice of dispute. A party who intends to seek
arbitration must first mail a written Notice of Dispute (“Notice”) to
the other party. The Notice to the United Tax Pros Accounting
inc. should be addressed to: United Tax Pros-Legal Department,
Attention: Notice of Dispute, 1970 E. Osceola Pkwy Ste. 142
Kissimmee FL, 34743. The Notice must be on an individual basis
and include all of the following: (1) the claimant’s name,
telephone number, and e-mail address; (2) the nature or basis of
the dispute or claim; and (3) the specific relief sought.
• Informal Settlement Conference. After the Notice containing all of
the information required above is received, within 60 days either
party may request a conference to discuss informal resolution of
the dispute (“Informal Settlement Conference”). If timely
requested, the Informal Settlement Conference will take place at
a mutually agreeable time by telephone or videoconference. You
and our business representative must both personally participate
in a good-faith effort to settle the dispute without the need to
proceed with arbitration. The requirement of personal
participation in an Informal Settlement Conference may be
waived only if both you and we agree in writing. Any counsel
representing you or us may also participate; however, if you
have retained counsel, a signed statement is required by law to
authorize the United Tax Pros Parties to disclose your
confidential tax and account records to your counsel. Any
applicable statute of limitations will be tolled during the period
between the date that either you or we send the other a fully
complete Notice, until the later of (1) 60 days after receipt of the
Notice; or (2) if a Settlement Conference is timely requested, 30
days after completion of the Settlement Conference (the
“Informal Resolution Period”). The parties agree that the
existence or substance of any settlement discussions shall not
be disclosed.
• Enforcement of pre-arbitration requirements. A court will have
the sole authority to enforce this agreement, including the power
to enjoin the filing or prosecution of an arbitration if you or we do
not first provide a fully complete Notice and participate in a timely
requested Informal Settlement Conference.
• How arbitration works. Arbitration shall be conducted by the
American Arbitration Association (“AAA”) pursuant to its
Consumer Arbitration Rules (“AAA Rules”), as modified by this
Arbitration Agreement. AAA Rules are available on AAA’s
website http://www.adr.org, or by calling AAA at (800) 778-7879. If
AAA is unavailable or unwilling to administer the arbitration
consistent with this Arbitration Agreement, the parties shall agree
to, or the court shall select, another arbitration provider. Unless
the parties agree otherwise, any arbitration hearing shall take
place in the county of your residence. If you accept this
Agreement outside the United States, the arbitration hearing
shall take place in the county in which you last resided in the
United States. The arbitrator will be either a retired judge or an
attorney specifically licensed to practice law in the state of your
residence and selected by the parties from the arbitration
provider’s national roster of arbitrators. The arbitrator will be
selected using the following procedure: (1) the arbitration
provider will send the parties a list of five candidates meeting this
criteria; (2) if the parties cannot agree on an arbitrator from the
list, each party shall return its list to the arbitration provider within
10 days, striking up to two candidates, and ranking the remaining
candidates in order of preference; (3) the arbitration provider
shall appoint as arbitrator the candidate with the highest
aggregate ranking; and (4) if for any reason the appointment
cannot be made according to this procedure, the arbitration
provider will provide the parties a new list of five candidates
meeting the above criteria until an appointment can be made.
• Waiver of right to bring class action and representative
claims. All arbitrations shall proceed on an individual basis. The
arbitrator is empowered to resolve the dispute with the same
remedies available in court, including compensatory, statutory,
and punitive damages; attorneys’ fees; and declaratory,
injunctive, and equitable relief. However, the arbitrator’s rulings
or any relief granted must be individualized to you and shall not
apply to or affect any other client. The arbitrator is also
empowered to resolve the dispute with the same defenses
available in court, including but not limited to statutes of
limitation. You and the United Tax Pros Parties also agree that
each may bring claims against the other in arbitration only in
your or their respective individual capacities and in so doing you
and the United Tax Pros Parties hereby waive the right to a trial
by jury, to assert or participate in a class action lawsuit or class
action arbitration, to assert or participate in a private attorney
general lawsuit or private attorney general arbitration, and to
assert or participate in any joint or consolidated lawsuit or joint or
consolidated arbitration of any kind. If a court decides that
applicable law precludes enforcement of any of this section’s
limitations as to a particular claim or any particular request for a
remedy for a claim (such as a request for public injunctive relief),
then the parties agree that the particular claim or the particular
request for a remedy (and only that particular claim or particular
request for a remedy) must remain in court and be severed from
any arbitration. No arbitration shall proceed in any manner as a
class action arbitration, private attorney general arbitration, or
arbitration involving joint or consolidated claims, unless all
parties consent in writing.
• Arbitration costs. Payment of all filing, administrative, arbitrator,
and hearing fees will be governed by AAA Rules, but if you
inform us that you cannot afford to pay your share of the fees,
we will consider advancing those fees on your behalf. In addition,
we will reimburse you for your share of the fees at the conclusion
of the arbitration (regardless of who wins), so long as (i) you
complied with sections 11.2 and 11.4 above and section 11.6
below, and (ii) neither the substance of your claim nor the relief
you sought was determined to be frivolous or brought for an
improper purpose as measured by the standards set forth in
Federal Rule of Civil Procedure 11(b); otherwise, the payment of
fees will be governed by AAA Rules and you agree to reimburse
the United Tax Pros Parties for all fees advanced on your behalf.
• Arbitration of similar claims. If 25 or more claimants submit
Notices raising similar claims and are represented by the same
or coordinated counsel, all of the cases must be resolved in
arbitration in stages using staged bellwether proceedings if they
are not resolved during the Informal Resolution Period. The
parties agree that the individual resolution of claims in arbitration
might be delayed if the claims are pursued in connection with 25
or more similar claims. In the first stage, the parties shall each
select up to 10 cases per side (20 cases total) to be filed in
arbitration and resolved individually in accordance with this
Arbitration Agreement, with each case assigned to a separate
arbitrator. In the meantime, no other cases may be filed in
arbitration. If the parties are unable to resolve the remaining
cases after the conclusion of the first stage bellwether
proceeding, each side may select up to another 10 cases per
side (20 cases total) to be filed in arbitration and resolved
individually in accordance with this Arbitration Agreement. During
this second stage, no other cases may be filed in arbitration. This
process of staged bellwether proceedings shall continue until the
parties are able to resolve all of the claims, either through
settlement or arbitration. If the filing procedures in this
agreement apply to a claimant’s Notice, any statute of limitations
applicable to the claims set forth in that Notice will be tolled from
the time the first cases are selected for a bellwether proceeding
until the claimant’s Notice is selected for a bellwether
proceeding, withdrawn, or otherwise resolved. A court will have
the sole authority to enforce this agreement and, if necessary, to
enjoin the filing or prosecution of arbitrations.
• Other terms. This Arbitration Agreement shall be governed by,
and interpreted, construed, and enforced in accordance with, the
Federal Arbitration Act and other applicable federal law. Except
as set forth above, if any portion of this Arbitration Agreement is
deemed invalid or unenforceable, it will not invalidate the
remaining portions of the Arbitration Agreement. Notwithstanding
any provision in this Agreement to the contrary, we will not make
any material change to this Arbitration Agreement without
providing you with an opportunity to reject that change by
following the directions in the notice of changes. Rejection of any
future change will not impact this or any other arbitration
agreement between you and the United Tax Pros Parties. No
arbitration award or decision will have any preclusive effect as to
any issues or claims in any dispute, arbitration, or court
proceeding where any party was not a named party in the
arbitration, unless and except as required by applicable law.

SMS Text Messages
You can receive different types of text messages from us, including
refund status and promotional offers. If you agree to receive text
messages from us, you agree to and understand the following:
(A) Your wireless service carrier’s standard text message and data
rates may apply.
(B) You agree that we may communicate with you by automated SMS,
MMS, text message or other electronic means to your mobile device.
(C) Message frequency varies.
(D) In the event you change or deactivate your mobile telephone
number, you agree to promptly update your information.
(E) We may send you a message to confirm your choice to receive
text messages.
(F) You can cancel text messaging at any time by replying STOP to
the most recent text message you received.

Termination of this Agreement
• Without prejudice to any other rights, United Tax Pros
Accounting inc. may immediately terminate this Agreement if you
fail to comply with these terms and conditions. Upon termination
of this Agreement, you must immediately stop use and access to
the Products and Services. All provisions of this Agreement that
are intended to survive or that must survive in order to give effect
to its meaning will survive the termination or expiration of this
Agreement.

Governing law.
• Except as otherwise provided in the Arbitration Agreement, this
Agreement is governed by, interpreted, construed, and enforced
in accordance with the law of the state where you accepted this
Agreement except to the extent inconsistent with or preempted
by federal law.

Entire agreement.
• Except as otherwise provided in the Arbitration Agreement, this
Agreement is the entire and exclusive agreement between the
parties with respect to the Products and Services.

Consent to electronic communication.
This Electronic Communications Consent (“Consent”) provides
important information required by the Electronic Signatures in Global
and National Commerce Act (E-SIGN Act) and your consent to
electronic delivery of any Communications relating to your use of any
Products and Services (defined below) or your relationship with us.
You are not required to consent to receiving disclosures electronically,
but if you do not consent, you may not be able to proceed with using
the Products and Services electronically. References to “you” or
“your” herein refers to the individual(s) applying for or receiving any
Products and Services. References to “we” or “us” herein refers to
United tax Pros Accounting inc., Uptown tax Services LLC, DBA
United Tax Pros®, and Pathward, National Association, as well their
respective affiliates, or the licensees of any of them, as applicable.
“Products and Services” means any products or services you apply for
or receive while in a United Tax Pros office’s or through a United Tax
Pros website or utppay website, whether offered by United Tax Pros,
Pathward, or one of their respective affiliates or licensees.

United Tax Pros Accounting Inc. DBA UTPpay, DBA UTP Accounting

HOW IT WORKS
BOOKKEEPING AND PAYROLL

PAYROLL PLUS:
-$59/Month includes 1 payroll processing / billed monthly
-$59/Month per each additional payroll processed / billed on each payroll
– +$5 for each employee/subcontractor processed for the month/ billed monthly
– First 2 employees are included
– Monthly Payroll Reports
– Online Portal
BOOKKEEPING PLUS:
– bookkeeping billed Monthly
– P&L report MONTHLY
– Online Portal
PLATINUM PLUS: (bookkeeping & payroll)
-$39/Month includes 1 payroll processing / billed monthly
-$39/Month per each additional payroll processed / billed on each payroll
– +$2 for each employee/subcontractor processed for the month/ billed monthly
– First 2 employees are included
– Monthly Payroll Reports
– bookkeeping billed Monthly
– P&L MONTHLY report
– Online Portal