INTUIT TERMS OF SERVICE
Last Updated:
September 1
Thank you for choosing Intuit Inc. We provide a platform (the
“Platform”) that encompasses (1) a variety of services, including TurboTax,
QuickBooks, and Mint (each, a “Service”); and (2) installable software
(including our desktop and mobile applications), any accompanying
documentation, and any updates to such software or documentation (collectively,
“Software”). Intuit Inc., along with any parent, subsidiary, affiliate, or
related companies (including those listed here and at
https://www.intuit.com/legal/intuit-group-companies/) are referred to in these
provisions as “Intuit Group Companies” or simply “Intuit” or “us.”
When you use the Platform, you enter into a
binding contract with us. Each section of the agreement begins with an
italicized annotation that is intended to help you navigate the agreement. The annotations do not completely summarize
the agreement, though, and you should read each section carefully and in
full. We’ve also bolded a few areas that talk about important legal rights, and you
should be sure to read those sections carefully. These provisions in Section A apply to the
Platform generally and are separate from the provisions in Section B which
include additional provisions for your use of specific Intuit Software or
Services.
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.
You need to agree to these terms to use our Platform. By using the
Platform, you are instructing us to share your data across our Platform for
marketing, eligibility, and other purposes described in our Global Privacy Statement, consistent with applicable
law. This data may include credit
information and other information we obtain from third parties.
To access
and/or use the Platform, you acknowledge and agree:
To the terms and conditions of this agreement
(“Agreement”), which includes:
●
Intuit’s Global
Privacy Statement;
●
The current version of the terms set out in
Section A and Section B; and
●
Any additional provisions and conditions
provided separately to you for your use of the Platform, 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 Intuit;
You are not a
person based in Cuba, Iran, North Korea, Syria, the Crimea, Donetsk (“DNA”),
and Luhansk (“LNR”) regions of the Ukraine or any other territory that is
subject to a government embargo or comprehensive sanctions (Russia), or are not
otherwise prohibited from using the Platform under the laws
You are not
included in lists maintained by the United States or other applicable
jurisdictions prohibiting transactions maintained by the United States or other
applicable jurisdictions prohibiting transactions with and the export of US
products to certain entities, people, and jurisdictions.
You understand that by using certain Services,
you are providing written instructions in accordance with the Fair Credit
Reporting Act and other applicable law to permit Intuit Inc. and its affiliated
companies to obtain and periodically refresh your credit information and other
information about you from third parties for marketing, eligibility, and other
purposes described in Intuit's Global
Privacy Statement. You understand that your instructions
authorize Intuit and its affiliated companies to obtain such information now
and periodically in the future for as long as you have a registered Intuit
account. We will stop refreshing your
credit information when you cancel your account through your account settings.
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.
You agree that Intuit may use and maintain your
personal information according to Intuit’s Global
Privacy Statement and any changes published by Intuit.
To the extent we allow you to input personal
information (as the term is defined under applicable law) about other
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 Global Privacy Statement. You
further agree that, other than with respect to information furnished to
TurboTax in connection with the preparation of an individual tax return, any
sharing of personal information among Intuit Group Companies is contemplated as
part of the Platform. You agree such sharing does not constitute a “sale” of
information as defined under the California Consumer Privacy Act (CCPA).
Changes
Change happens. When it does happen, we will update this Agreement. If
the changes are material, you may need to accept the changes to use the
Platform. Similarly,
there may be circumstances where we need to update or discontinue the Platform.
We may modify the provisions of this Agreement
at any time. We may notify you of such modifications by posting through the
Platform or on our website or by other means. It is important that you review
this Agreement whenever we modify it because your continued use of the Platform
indicates your agreement to the modifications.
In some cases, you may need to accept changes to
this Agreement to continue using the Platform. If you do not agree to the
changes, you may stop using the Platform or terminate your account.
Similarly, we may update the Platform, including
with tools, utilities, improvements or third party applications. You agree to
receive these updates. We may further modify, suspend or discontinue the
Platform at any time. You agree that we will not be liable to you or any third
party for any modification, suspensions, or discontinuance of the Platform.
You can use our Platform for your own personal and lawful use or as
otherwise permitted under this Agreement.
Except as set forth in the Section B terms, you
may access and use the Platform for your own internal, lawful and
non-commercial purposes only.
We may provide you with access to beta features in the Platform. You are
free to use them, but they are provided as-is.
We may include new and/or updated pre-release
and trial features in the Platform and such features are provided as-is. Your
use of such features is at no additional cost but you must follow additional
rules or restrictions that we may place on their use.
You will provide accurate, up-to-date account information and securely
manage such information.
You may need to sign up for an account to use
the Platform. We may need to verify your identity and you authorize us to
collect information (e.g., date of birth, address) from you to do so
(collectively, with all information requested to enable your account, “Account
Information”). You will provide
accurate, up-to-date Account Information, and we disclaim any liability arising
from your failure to do so. Such failure may further limit your ability to use
the Platform and affect the Platform's accuracy and effectiveness.
You are responsible for securely managing your
Account Information, including any password(s) for the Platform. You will
notify us immediately if you believe that your Account Information or device
you use to access the Platform has been lost or stolen or that someone is using
your account without your permission.
Some Services may be free, others may have costs associated. For those with costs, we may charge your
payment method for fees or on a subscription basis. You may cancel your
subscription at any time (but you may not receive a refund).
We may require payment of fees or a subscription
charge for use of the Platform (or certain portions of the Platform) and you
agree to pay such fees. If you registered for a trial, you may need to purchase
the Platform before the trial ends in order to retain access to any content
provided to, or created through, the Platform.
Payments will be billed in U.S. dollars, and
your account will be charged upon purchase and when you provide your payment
information, unless stated otherwise in applicable payment provisions. If your
payment information is not accurate, current, and complete, we may suspend or
terminate your account. If you do not notify us of updates to your payment
information, we may participate in programs supported by your card provider to
try to update your payment information, and you authorize us to continue
billing your account with the updated information that we obtain.
You may be charged a subscription fee in advance
on an annual basis or other recurring interval disclosed to you prior to your
purchase. For annual subscriptions, we
will send you a reminder with the then-current subscription fee no less than
thirty (30) days and no more than sixty (60) days before your subscription term
ends, or otherwise as required by applicable law. Intuit may change the price
for recurring subscription fees from time to time with notice to you. Price
changes will take effect at the start of the next subscription period following
the date of the price change. If you do not agree with the price change, you
may unsubscribe prior to the price change going into effect.
Your payment to Intuit will automatically renew
at the end of the applicable subscription period but you can cancel a
subscription at any time. Subscription cancellations will take effect the day
after the last day of the current subscription period. If you cancel in the
middle of a subscription period, you will be able to continue to access and use
the applicable Service until the end of your subscription period. We do not
provide refunds or credits for any cancellations or partial subscription
period.
Desktop and Mobile versions of our Platform may be available for
download but you must follow applicable third-party terms when using them.
The Platform may be available through one or
more apps for a compatible desktop computer or mobile device. You agree that
you are solely responsible for any applicable changes, updates and fees as well
as complying with the provisions of your agreement with your telecommunications
provider and any third-party mobile app marketplace.
With respect to the applicable Software, you are
only granted limited rights to install and use the Software you have
downloaded, signed up for or for which you have purchased a license or acquired
a free trial. Intuit reserves all other rights in the applicable Software not
granted to you in writing in this Agreement. Conditioned upon your compliance
with the terms and conditions of this Agreement (including all payment
obligations), Intuit grants you a personal, limited, nonexclusive,
nontransferable, revocable license to use the applicable Software only for the
period of use provided in the ordering and activation terms (as applicable), as
set forth in this Agreement or in Intuit’s then-current product discontinuation
policies (as updated from time to time) and only for the purposes described by
Intuit for the applicable Software.
You acknowledge and agree that such Software is
licensed, not sold.
You may make a single copy of the Software for
backup purposes, provided that you reproduce on it all copyright and other
proprietary notices that are on the original copy of the Software. You will not
delete or in any manner alter the copyright, trademark and other proprietary
rights notices or markings appearing on the Software as delivered to you.
You may have access to professional advice and third-party
products. Any such advice and products
are not covered under this Agreement.
The Platform may include information about or offers
for third-party services or products or allow you to
What’s yours remains yours, what’s ours remains ours, but we may use
information you provide to improve our Platform.
You are solely responsible for anything you
write, submit, receive, share and store or any data you input into the Platform
(collectively, your “Content”). Content includes, but is not limited to, data,
information, materials, text, graphics, images, audio, video that are uploaded,
transmitted, posted, generated, stored, or otherwise made available through the
Platform. You have no obligation to provide any content to the Platform, and
you’re free to choose the content that you want to provide. You acknowledge certain functionality in the
Platform may be dependent on the provision of Content and may not be available
without such Content.
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 Platform, you hereby grant Intuit a license to use
your Content, as described in more detail below.
1. What's covered: This license covers your Content to the extent your
Content is protected by intellectual property rights.
2. Scope: This license is: Worldwide, which means it’s valid anywhere in
the world; Non-exclusive, which means you can license your Content to others;
and Royalty-free, which means there are no fees for this license.
3. Rights: This license allows Intuit to: Host, reproduce, distribute,
communicate, sublicense and use your Content — for example, to save your
Content on our systems and make it accessible from anywhere you go; Publish or
publicly display your Content, if you’ve made it visible to others; and Modify
and create derivative works based on your Content, such as reformatting or
translating it.
4. Purpose: This license is for the limited purpose of: Operating,
providing and improving the Platform, which means allowing the Platform to work
as designed and creating new features and functionalities.
5. Duration: This license lasts for as long as your Content is protected
by intellectual property rights.
Intuit may collect, derive or generate
deidentified and/or aggregated data regarding your usage of or the performance
of the Platform, including data derived from your Content. Intuit will own all
such data and may use this data without restriction, including, but not limited
to, operating, analyzing, improving, or marketing Intuit’s products and
services, including the Platform.
As between you and Intuit, Intuit and its
licensors retain all right, title or interest in and to the Platform, except
for the rights granted to you.
We expect you to obey the law and follow certain rules in using the
Platform.
Intuit does not condone or support any activity
that is illegal, violates the rights of others, harms or damages Intuit’s
reputation, or could cause Intuit to be liable to a third party. At minimum,
you may not use the Platform to:
1.
Violate any law, regulation, executive order or
ordinance, including through actions that give rise to criminal, civil,
administrative or regulatory liability and/or fines;
2.
Post
3.
Transmit any virus, trojan horse, or other
disruptive or harmful software or data;
4.
Send any unsolicited or unauthorized
advertising, such as spam;
5.
Impersonate or misrepresent your affiliation
with Intuit;
6.
Reproduce, modify, resell, license, or provide
free or unauthorized access to the Platform or make the Platform available on
any file-sharing, virtual desktop or application hosting service;
7.
Attempt to reverse engineer, decompile or
disassemble in any way any of the Platform;
8.
Engage in unauthorized access, monitoring,
interference with, or use of the Platform or third party accounts, information
(including personal information), computers, systems or networks, including
scraping or downloading content that doesn’t belong to you;
9.
Use the Platform for general archiving or
back-up purposes; or
10.
Encourage or enable any other individual to do
any of the above or otherwise violate this Agreement.
We take copyright seriously at Intuit. We respect the copyrights of others and
expect you to do the same. If you repeatedly
infringe the copyrights of others, we may terminate your account.
Intuit may terminate your use of the Platform
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.
Intuit may (but has no obligation to) monitor
the use of the Platform or Content and may edit or remove any Content. We may
disclose any information necessary to satisfy our legal obligations, protect
Intuit or its customers, or operate the Platform properly.
You may be able to communicate with others through our Platform but
please be respectful. Suggestions you
provide for improving our Platform may be used freely by us.
The Platform may include a community forum or
other social features that enable you to exchange Content and information with
other users of the Platform and the public. Intuit does not support and is not
responsible for the Content in these community forums. Please be respectful
when you interact with other users. Do not reveal information that you do not
want to make public. Users may post hypertext links to content of third parties
for which Intuit is not responsible.
You may provide Intuit your feedback,
suggestions, or ideas for the Platform. You grant Intuit a perpetual,
worldwide, fully transferable, sublicensable, irrevocable, fully paid-up,
royalty free license to use your feedback, suggestions, and ideas in any way,
including in future modifications of the Platform, other products or services,
advertising or marketing materials.
You may cancel your account and Intuit may suspend or terminate your use
of the Platform. For
mobile apps, removing the app may not cancel your subscription or delete your
data.
This Agreement is effective until your
subscription expires or you cancel your account or Intuit terminates this
Agreement (or your account). Intuit may terminate this Agreement (and your
account) or suspend the Platform at any time in our discretion.
Please note that removing an Intuit mobile app
from your device may not cancel your subscription or delete your data. If you
want to cancel your subscription for a Service, please follow the applicable
Service instructions. If you wish to delete your data from a Service, please
log into One Intuit Account Manager and follow the instructions under the
respective data and privacy settings or follow the instructions in our Global
Privacy Statement.
You must stop using the Platform once your subscription expires or you
cancel your account (or if this Agreement or your account is terminated).
Upon expiration of your subscription or
cancellation of your account, or Intuit’s termination of your account or this
Agreement, you must immediately stop using the Platform and pay all fees for
Platform used. No expiration or
termination will affect your obligation to pay all fees due or that may have
accrued through the effective date of expiration or termination or entitle you
to any refund.
There are a few parts of this Agreement that will continue to apply
after termination.
The following Sections will survive any
termination, discontinuation or cancellation of the Platform or your account:
“Your Personal Information,” “Payment and Cancellations” (with respect to fees
due and unpaid), “Content and Data,” “Community Forums; Feedback,” “Effect of
Termination,” “Disclaimers,” “Limitation of Liability,” “Indemnity
Obligations,” “Disputes,” and “General Terms (Miscellaneous)”.
We may contact you from time to time to support your use of the
Platform.
In order to properly support and serve you, we
occasionally need to reach out and contact you, and may do so in a variety of
ways such as via text message, email or messaging functionality in the
Platform. We want to provide you options
for receiving communications from us, and as such you may opt-in or opt-out of
receiving certain types of communications from us or sign up to receive certain
kinds of messages from us, depending on the Platform. You will need to notify
us of any changes to your contact details to ensure your preferences are
updated.
You may provide us with your telephone number as
part of your customer record or registration or via other methods. You
understand and agree that Intuit may use your telephone number for multi-factor
authentication (“MFA”), to confirm your identity and help protect the security
of your account. Part of the MFA identity verification process may involve
Intuit sending text messages containing security codes to your telephone
number. You agree to receive these texts from Intuit containing security codes
as part of the MFA process. In addition, you agree that Intuit may send
automated text messages and pre-recorded voice messages to the telephone number
you provide for other limited purposes, including providing you with important
critical notices regarding your use of the Services, or fulfilling a request
made by you through the Services.
Intuit is not responsible for any account information obtained from
third parties.
When you direct Intuit to retrieve your account
information from third parties, you authorize and permit us to use and store
that information you submit through the Platform (such as usernames and
passwords) for purposes of providing the Platform and Services to you. Y
Intuit does not review third party account
information for accuracy and is not responsible for any issues or expenses
resulting from such account information, including any inaccuracy, error,
delay, or non-delivery. For clarity, Intuit is not responsible for any payment
processing errors or fees arising from inaccurate account information provided
by third parties.
We don’t make any warranties about the Platform except as expressly
stated in this Agreement.
The only warranties we make about the Platform are (1) stated in this
Agreement, or (2) as provided under applicable laws. The Platform is otherwise
provided “as-is,” and we do not make any other warranties about the
Platform. Unless required by law, we do
not provide implied warranties, such as the implied warranties of
merchantability, fitness for a particular purpose, or non-infringement. We do
not warrant that the Platform is error-free, secure, or free from any viruses
or other harmful components. We also do not provide any warranties with respect
to data loss or to the accuracy, reliability, or availability of the Platform,
nor of any content (including any Content) or information made available in the
Platform. If the exclusions for implied
warranties do not apply to you, any implied warranties are limited to sixty
(60) days from the date of purchase or delivery of the Platform, whichever is
sooner.
Our liability is limited when it comes to issues you may encounter with
our Platform.
Other than the rights and responsibilities
described in this Agreement and as allowed by applicable law, Intuit won’t be
responsible for any losses.
The total
aggregate liability of Intuit and our third party providers, licensors,
distributors or suppliers (“Intuit Parties”) arising out of or relating to this
Agreement is limited to the greater of: (1) the fees that you paid to use the
relevant Service(s) in the 12 months before the breach or (2) $100.
The Intuit
Parties won’t be responsible for the following:
●
Loss of data, profits, revenues, business
opportunities, goodwill or anticipated savings;
●
Indirect, incidental, or consequential loss;
●
Punitive damages
●
Damages relating to failures of
telecommunications, the internet, electronic communications, corruption,
security, viruses or spyware.
The above limitations apply even if the Intuit
Parties have been advised of the possibility of such damages. This Agreement
sets forth your exclusive remedy with respect to the Platform and its use.
If you’re legally exempt from certain
responsibilities, including indemnification, then those responsibilities don’t
apply to you under this Agreement. For example, the United Nations enjoys
certain immunities from legal obligations and this Agreement doesn’t override
those immunities.
If someone sues us because you used the Platform unlawfully or didn’t
follow our rules, you will be responsible for any harm to us.
You will indemnify and hold harmless the Intuit
Parties for any losses, damages, judgments, fines, costs and expenses
(including legal fees) in connection with any claims arising out of or relating
to your unlawful or unauthorized use of the Platform or violation of this
Agreement. Intuit reserves the right, in
its sole discretion and at its own expense, to assume the exclusive defense and
control of any claims. You agree to reasonably cooperate as requested by Intuit
in the defense of any claims.
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 any disputes will be resolved on an individual
basis rather than as a class action.
If you are a U.S. customer:
You and Intuit agree that, except as provided below, any dispute, claim
or controversy arising out of or relating in any way to the Platform or this
Agreement (a “Claim”) will be determined by binding arbitration or small claims
court, instead of in courts of general jurisdiction.
Either you or Intuit can seek to have a Claim
resolved in small claims court if all the requirements of the small claims
court are satisfied. Either you or Intuit may seek to have a Claim resolved in
small claims court in your county of residence or the small claims court in
closest proximity to your residence, and you may also bring a claim in small
claims court in the Superior Court of California, County of Santa Clara.
Arbitration is more informal than a lawsuit in
court. Arbitration uses a neutral arbitrator instead of a judge or jury, may
allow for more limited discovery than in court, and is subject to very limited
review by courts. Arbitrators can award the same damages and relief that a court
can award. You agree that the U.S. Federal Arbitration Act governs the
interpretation and enforcement of this arbitration provision, and that you and
Intuit are each waiving the right to a trial by jury or to participate in a
class action. This arbitration provision shall survive termination of this
Agreement and/or the termination of your account.
If you elect to seek arbitration, you must first
send to Intuit a written notice of your Claim ("Notice of Claim").
The Notice of Claim to Intuit should be sent in care of our registered agent
Corporation Service Company, 251 Little Falls Drive, Wilmington, DE 19808. The
Notice of Claim should include both the mailing address and email address you
would like Intuit to use to contact you. If Intuit elects to seek arbitration,
it will send, by certified mail, a written Notice of Claim to your address on
file. A Notice of Claim, whether sent by you or by Intuit, must (a) describe
the nature and basis of the Claim or dispute; and (b) set forth the specific
amount of damages or other relief sought.
You and Intuit agree that good-faith informal
efforts to resolve disputes often can result in a prompt, low-cost and mutually
beneficial outcome. You and Intuit therefore agree that, after a Notice of
Claim is sent but before either you or Intuit commence arbitration or file a
Claim in small claims court against the other, we will personally meet, via
telephone or videoconference, in a good-faith effort to confer with each other
and try to resolve informally any Claim covered by this Agreement. If you are
represented by counsel, your counsel may participate in the conference as well,
but you agree to fully participate in the conference. Likewise, if Intuit is
represented by counsel, its counsel may participate in the conference as well,
but Intuit agrees to have a company representative fully participate in the
conference. The statute of limitations and any filing fee deadlines shall be
tolled while the parties engage in the informal dispute resolution process
required by this paragraph.
If we do not reach an agreement to resolve the
Claim within sixty (60) days after the Notice of Claim is received, you or
Intuit may commence an arbitration proceeding by filing a Demand for
Arbitration or, alternatively, by filing a Claim in small claims court. You
agree that you may not commence any arbitration or file a Claim in small claims
court unless you and Intuit are unable to resolve the Claim within sixty (60)
days after we receive your completed Notice of Claim and you have made a good
faith effort to resolve your claim directly with Intuit during that time. If a
Claim qualifies for small claims court, but a party commences an arbitration
proceeding, you and Intuit agree that either party may elect instead to have
the Claim resolved in small claims court, and upon written notice of a party’s
election, the American Arbitration Association (“AAA”) will
administratively close the arbitration proceeding. Any dispute about whether a
Claim qualifies for small claims court shall be resolved by that court, not by
an arbitrator. In the event of any such dispute, the arbitration proceeding
shall remain closed unless and until a decision by the small claims court that
the Claim should proceed in arbitration. You may download or copy a form of notice
and a form to initiate arbitration at www.adr.org or by calling
1-800-778-7879. The arbitration will be conducted by the AAA before a single
AAA arbitrator under the AAA’s rules, which are available at www.adr.org or by calling 1-800-778-7879, except as modified by this Agreement.
Unless Intuit and you agree otherwise, any arbitration hearings will take place
in the county (or parish) of either your residence or of the mailing address
you provided in your Notice of Claim.
The arbitrator will be either (1) a retired
judge or (2) an attorney specifically licensed to practice law in the state of
California or the state of your residence and will be selected by the parties
from the AAA’s National Roster of Arbitrators. The arbitrator will be selected
using the following procedure: (a) the AAA will send the parties a list of five
candidates meeting this criteria; (b) if the parties cannot agree on an
arbitrator from the list, each party shall return its list to the AAA within 10
days, striking up to two candidates, and ranking the remaining candidates in
order of preference; (c) the AAA shall appoint as arbitrator the candidate with
the highest aggregate ranking; and (d) if for any reason the appointment cannot
be made according to this procedure, the AAA may exercise its discretion in
appointing the arbitrator. The arbitrator is bound by this Agreement. Except as
otherwise provided below, all issues are for the arbitrator to decide,
including issues relating to the scope and enforceability of this arbitration
provision.
The parties agree that an administrative
conference with the AAA shall be conducted in each arbitration proceeding, and
you and an Intuit company representative shall appear at the administrative
conference via telephone. If you fail to appear at the administrative
conference, regardless of whether your counsel attends, the AAA will
administratively close the arbitration proceeding without prejudice, unless you
show good cause as to why you were not able to attend the conference.
The arbitrator shall issue a reasoned written
decision sufficient to explain the essential findings and conclusions on which
the award is based. The award shall be binding only among the parties and shall
have no preclusive effect in any other arbitration or other proceeding
involving a different party. Intuit will not seek to recover its attorneys’
fees and costs in arbitration from you unless the arbitrator finds that either
the substance of your Claim or the relief sought in your Demand for Arbitration
was frivolous or was brought for an improper purpose (as measured by the
standards set forth in Federal Rule of Civil Procedure 11(b)). Judgment on any
award may be entered in any court having jurisdiction. This agreement to
arbitrate shall not preclude any party to the arbitration from at any time
seeking injunctions or other forms of equitable relief in aid of arbitration
from a court of appropriate jurisdiction including whether a Demand for
Arbitration is filed in violation of this Agreement.
Unless you or Intuit seek to have a Claim
resolved in small claims court, the arbitrator shall determine all issues of
liability on the merits of any Claim asserted by you or Intuit and may award
declaratory or injunctive relief only in favor of the individual party seeking
relief and only to the extent necessary to provide relief warranted by that
party's individual claim. To the extent that you or Intuit prevail on a Claim
and seek public injunctive relief (that is, injunctive relief that has the
primary purpose and effect of prohibiting unlawful acts that threaten future
injury to the public), the entitlement to and extent of such relief must be
litigated in a civil court of competent jurisdiction and not in arbitration.
The parties agree that litigation of any issues of public injunctive relief
shall be stayed pending the outcome of the merits of any individual Claims in
arbitration. Before a court of competent jurisdiction issues any public
injunctive relief, it shall review the factual findings of the arbitration
award on which any injunction would issue with no deference to the arbitrator.
Payment of all filing, administration and
arbitrator fees will be governed by the AAA Rules. You are required to pay
AAA’s initial filing fee, but Intuit will reimburse you for this filing fee at
the conclusion of the arbitration to the extent it exceeds the fee for filing a
complaint in a federal or state court in your county of residence or in Santa
Clara County, California. If the arbitrator finds that either the substance of
your Claim or the relief sought in your Demand for Arbitration was frivolous or
was brought for an improper purpose (as measured by the standards set forth in
Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be
governed by the AAA Rules and Intuit will not reimburse your initial filing
fee. The parties agree that the AAA has discretion to modify the amount or
timing of any administrative or arbitration fees due under the AAA Rules where
it deems appropriate, provided that such modification does not increase the AAA
fees to you or Intuit, and you and Intuit waive any objection to such fee
modification.
You and Intuit agree that each may bring Claims against the other only
in your or its individual capacity, and not as a plaintiff or class member in
any purported class or representative proceeding. Further, if you have elected arbitration, unless both you and Intuit
agree otherwise, the arbitrator may not consolidate any other person's Claims
with your Claims and may not otherwise preside over any form of a
representative or class proceeding. If Intuit believes that any Claim you have
filed in arbitration or in court is inconsistent with the limitations in this
paragraph, then you agree that Intuit may seek an order from a court
determining whether your Claim is within the scope of the Class Action Waiver.
If this Class Action Waiver is found to be unenforceable, then the entirety of
this Disputes Section shall be null and void.
This Agreement, including any Section B terms,
is the entire agreement between you and Intuit and replaces all prior
understandings, communications and agreements, oral or written, regarding its
subject matter.
The laws of California govern this Agreement and any disputes that may
arise.
California law and the Federal Arbitration Act
will govern all disputes arising out of or relating to the Platform, this
Agreement and any Additional Terms, regardless of conflict of laws rules.
You are allowed to use the Platform under the laws of the U.S. and other
applicable territories. The Platform
shall not be exported to
You agree that you and anyone who uses the Platform,
including the related website, online services and mobile apps, are not
prohibited from using the Platform under the laws and regulations of the United
States or other applicable jurisdiction. You will not use, export,
re-export, import, sell, release, or transfer the Platform, the Software or the
Service directly or indirectly, except as authorized by United States law, the
laws of the jurisdiction where the Platform and Software are made available,
and any other applicable laws and regulations. In particular, but without
limitation, the Platform, Software, Services, source code, and technology may
not be exported, or re-exported, transferred, or released (a) into any U.S.
embargoed and comprehensively sanctioned jurisdiction (Cuba, Iran, North Korea, Syria and the
Crimea, Donetsk (“DNR”), and Luhansk (“LNR”) regions of the Ukraine) and
Russia; or (b) to anyone included in the U.S. Treasury Department’s list of
Specially Designated Nationals or on any other applicable restricted party
lists. You also agree that you will not use the Platform, Software and Services
for any purposes prohibited by United States law. In addition, you certify that
neither you nor any principals, officers, directors, or any person or entity
(including any beneficiaries, owners, affiliated and/or associated parties) you
know to be directly involved with the use of the Platform, Software and the
Services are not: (a) on any sanctions lists in the countries where the
Platform, Software and Services are available, (b) doing business in any of the
U.S. embargoed countries, and (c) a military end user as defined in 15 C.F.R §
744.
Even if you are a government end user, your rights to Software are
limited to what is described in this Agreement.
The Software is a "commercial item" as
that term is defined in FAR 2.101, consisting of "commercial computer
software," as such term is used in FAR 12.212 and DFARS 227.7202. If the
Software is being acquired by or on behalf of the U.S. Government, then, as provided
in FAR 12.212 and DFARS 227.7202-1 through 227.7202-4, as applicable, the U.S.
Government’s rights in the Software will be only those specified in this
Agreement.
If we waive some of our rights under this Agreement, it doesn’t mean we
waive our rights in other circumstances.
Intuit’s failure to act or enforce any of its
rights does not constitute a waiver of any of our rights. Any waiver by Intuit
of any of the provisions in the Agreement must be made in writing and signed by
a duly authorized officer of Intuit.
You can’t transfer this Agreement or your right to use the Platform to
someone else without our permission.
Intuit may assign this Agreement to any party at
any time without notice to you. You may not assign your rights under this
Agreement, by operation of law or otherwise, without our consent. Any attempts to do so without our consent
will be void.
If a court voids a term of this Agreement, the other terms will not be
affected.
If any provision of this Agreement is unlawful,
void, or unenforceable for any reason, then that provision will be severed and
the remaining provisions will remain in full force and effect.
If you have any questions about the Platform or
this Agreement, please contact
Intuit support.
______________________
Latest Updated: September 30, 202
Your use of the Services provided by Intuit (as defined in the Section A
Terms) and described below are subject to the Section A Terms above and these
Additional Terms and Conditions (“Section B Terms”). These Section B Terms will
prevail over any conflict or inconsistency with Section A Terms.
IMPORTANT NOTICES
USE LIMITATIONS: YOUR LICENSE TO USE THE SOFTWARE, ADD-ON PRODUCTS AND RELATED
SERVICES (IF ANY) IS SUBJECT TO THE GENERAL TERMS OF SERVICE ABOVE IN SECTION A
AND THE ADDITIONAL TERMS AND CONDITIONS IN SECTION B BELOW. THE ADDITIONAL TERMS AND CONDITIONS IN SECTION B
SHALL PREVAIL OVER ANY CONFLICT OR INCONSISTENCY WITH THE GENERAL TERMS
ABOVE.
INTUIT IS A SERVICE PROVIDER: The parties agree
that, for purposes of this Agreement, you are a Business and Intuit is a
Service Provider as defined by the California Consumer Privacy Act. Intuit
shall not (1) retain or use Personal Information other than as needed to
perform the Services or as otherwise described herein or (2) sell or otherwise
disclose such Personal Information except to Service Providers needed to render
the Services, except that you hereby instruct Intuit to Aggregate and
Deidentify the Personal Information as needed to analyze and improve the
Services, including to the extent permitted by applicable law, other Intuit
products and services. Notwithstanding the foregoing, you understand and
acknowledge that while we act as a Service Provider under applicable data
protection laws, we may nonetheless provide your customers with the ability to
access and import their Personal Information which you collect through your use
of the Services, including current and historical tax return information. You
acknowledge that once their Personal Information is imported into other
products and services, it may be used and disclosed in accordance with Intuit’s
Global Privacy Statement. Intuit certifies that it understands and will
comply with its obligations under this Important Notice.
Additionally, to the extent that
any Content you provide to Intuit relates to or could be associated with any of
your customers or users who are California residents (“Personal Information”)
Intuit will use such Personal Information as needed to deliver the Services or
as otherwise described in Important Notice. Archive your Content frequently. You are responsible for any lost
or unrecoverable Content. You must provide all required and appropriate
warnings, information and disclosures. Intuit is not responsible for the
Content or data you provide through your use of the Services.
Personal information, including tax
returns from prior year use of the software, may be accessed or shared within
Intuit and stored in countries outside of our country to the extent permitted
by applicable law. “Tax return information” excludes non-personally
identifiable information concerning your use of the Intuit tax services - e.g.,
which screens you viewed. Intuit will follow internally set guidelines and use
care in the disposal, destruction, or de-identification of personal information
to prevent unauthorized parties from gaining access to personal information.
Provisions of this Important Notice supersede prior agreements or
understandings which may be contrary to those stated herein.
Capitalized terms not otherwise
defined below have the meanings provided in the General End User License
Agreement terms above:
(a) “Fast Path
Services” shall mean the services that support the Software during the
Service Period defined below, including assisted support, e-file,
pay-per-return processing access and other connected services which are posted
on the website for the Software. Licensees of the Software will have the
ability to use the Fast Path Services. Intuit reserves the right to change the
Fast Path Services at any time, and the changes will be effective when posted
on the website for the Software or when Intuit notifies Licensee by other means.
Fast Path Services are available when filing with governmental agencies during
the Service Period, which usually includes Tax Year
(b) “Licensee”
shall mean a user, as well as “you” or “your,” who is entitled to the benefits of the Software and Fast
Path Services during the Service Period.
(c ) “ProSeries”
shall mean the software program designed for professional tax preparers who need an
entry-level package for handling individual returns or expert-level package for
handling individual and business returns.
(c) “Service
Period” shall mean the calendar year January 1, 202
(d) “Software” shall mean (a) the Intuit Tax software programs with which this
Agreement is included and any other applicable programs offered by Intuit, that subsequently may be licensed to you by Intuit and/or its affiliates and suppliers; (b) any of the
software programs provided by Intuit and used
by Licensee on a pay-per-return basis; (c) related materials such as reference
manuals and operating instructions provided for use in connection with the
software programs; (d) any Updates (defined below) or program portion relating
to the same Tax Year or Service Year (defined
below) as the case may be; (e) any third party software programs and (f)
related product support.
The definition of Software includes the following programs and services:
●
“Fast Path Services” as defined
above;
●
“Tax Programs” means programs designed primarily for the
preparation of tax returns for submittal to federal or state governmental
entities;
●
“Pay Per Return Processing” provides
Licensee’s use of any Software on a pay-per-return basis as provided below; and
●
“Electronic Filing” provides the
ability for Licensee to electronically transmit completed tax returns as
provided below.
(e) “Tax
Year” shall mean the accounting period for keeping records and reporting
income and expenses, such as the twelve consecutive months beginning January 1
and ending December 31. For purposes of the Software, Tax Year
(f) “Update”
shall mean any revision to the Software, which excludes the Fast Path Services
that provides slight functional improvements, help content, bug fixes or
maintenance releases.
Intuit
hereby grants you nonexclusive, personal, non-transferable, limited revocable
license right and access to use the Services solely to prepare valid federal
and supported state tax return(s) for which you have paid the applicable
fee(s), and after proper registration and any applicable payment, to file
electronically and/or print such tax return(s). All rights not specifically
granted are reserved by Intuit. The Services are licensed, not sold, for your
use. Your license confers no title or ownership in the Services and should not
be construed as a sale of any rights thereto.
YOU ACKNOWLEDGE AND AGREE THAT, OTHER THAN LICENSE GRANTED TO YOU UNDER
THIS AGREEMENT, YOU SHALL HAVE NO OWNERSHIP OR PROPERTY INTEREST IN ANY PRODUCT
OR SERVICE PROVIDED HEREUNDER, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT TO
THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ALL PROPRIETARY RIGHTS IN AND TO
ANY PRODUCTS AND SERVICES PROVIDED HEREUNDER AND LEGAL TITLE THERETO ARE AND
SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF INTUIT OR ITS LICENSORS.
The Software is applicable for Tax
Year
2.1 The Software may also be installed and
used on one additional personal computer located at your home residence
provided that: (i) you use the Software solely for the purpose of preparing tax
returns in accordance with this Agreement, and solely by you on behalf of your
firm, and for no other preparer; and (ii) you do not meet clients at your home,
or otherwise use your home in a manner customary for a commercial business
office, unless your home address is your only business location and appears in
the Software as the Licensed Location. If, in addition to your firm office
location, you also meet clients at your home or otherwise conduct business from
your home, or if any other person uses the Software, you and/or such other
person must obtain a separate license and accompanying software from Intuit.
2.2 In the course of preparing returns on
behalf of your firm as set forth in this Agreement, if you must visit a client
at the client’s location in order to prepare that client’s own return(s), you
may install and use the Software on one firm-owned laptop computer for that
purpose, provided the use on such laptop computer at any single client location
does not exceed a total of five days in any calendar year and provided that the
Software is used solely by you for preparing tax returns in accordance with
this Agreement on behalf of your firm, and not for or by any other person or
preparer.
2.3 The Software may not be used in your
private local area network (“LAN”) without purchasing a license for the network
version of the Software. The fee paid for a license to install, access and use the
network version covers the LAN operation of the Software. To order the Software
for use on your LAN, contact Intuit Professional Sales at 833-687-9238. As a condition of using the Software on a LAN, you must
have paid an initial license fee for the first copy of the Software and then
paid an additional fee to license the Software for use on your LAN, as
evidenced on your packing slip. If you pay such initial and network fees, you
are hereby granted a personal, non-exclusive, non-transferable, revocable
license to install and use the Software on one or more computers in your LAN so
long as such computers and LAN are all located at the Licensed Location. Independent
practitioners or separate firms that occupy or share the same office space as
you may not use the Software, even though they may be connected to your local
area network on which the Software are installed.
2.4 If you paid the appropriate network
fees and obtained a license to use the Software on your LAN, the Software may
be installed and used on personal computers at the home residences of you and
your employees, provided that: (i) you and your employees use the Software
solely for the purpose of preparing tax returns in accordance with this
Agreement, and solely on behalf of your firm and for no other preparer; and
(ii) neither you nor any of your employees meets clients at your or your
employees' homes, or otherwise use your or their homes in a manner customary
for a commercial business office. (If your home address is the Licensed
Location, then you and your employees may meet clients there.) If, in addition
to your firm office location, you or any of your employees meet clients at home
or otherwise conduct business from home, or if any other persons use the
Software who are not your employees, you and/or such other person(s) must
obtain a separate license and accompanying software from Intuit.
2.5 In accordance with the above, and if
you paid the appropriate network fees and obtained a license to use the
Software on your LAN, if you or your employees must visit a client at the
client’s location in order to prepare that client’s return(s), you or your
employees may install and use the Software on firm-owned laptop computers
solely for that purpose, provided the use on such laptop computers at any
single client location does not exceed a total of five days in any calendar
year and provided that the Software is used solely by you or your employees for
preparing tax returns in accordance with this Agreement on behalf of your firm,
and not for or by any other person or preparer.
2.6 If you license the limited Intuit Basic version of Software (e.g., for a maximum of 20, 50,
or unlimited tax returns), you are hereby granted a personal, non-exclusive,
non-transferable, revocable license to use one copy of the Software on one
computer at the single location designated as the Licensed Location to print
and/or electronically file the maximum allowed number of tax returns for the
limited version of the Software product(s) that you license. The Intuit Basic version of Software may not be used in your private
local area network (“LAN”) or installed on multiple computers in your office.
The Software includes a tracking mechanism that tracks the number of tax
returns that you print and/or electronically file. If you need to print or
electronically file more than the maximum allowable tax returns allowed by the
Software that you licensed, contact Intuit Customer Service to upgrade or
follow the in product directions for the option to ‘Pay-Per-Return’. After the
maximum number of returns are printed and/or electronically filed, you will be
able to prepare, but not print or electronically file, additional tax returns
until those returns are authorized using the ‘Pay Per Return’ option.
2.7 If you license the PowerTax Lite, or
Basic Unlimited version of the Software, you are
permitted to select up to four (4) states. If you license the Basic 50 Returns version of the
Software, you are permitted to select two (2) states. If you license the Basic
20 Return version of the Software, you are
permitted to select up to one (1) state. If you license
Intuit Choice 100, you are permitted to file up to 100 returns and if license
Intuit Choice 200, you are permitted to file up to 200 returns (either Federal,
state or combination of both). If any of these licenses
are installed on another computer or laptop as noted in this Section, you are responsible to re-select those same state
selections.
2.8 The Software relates
to a single Tax Year or Service Period as the case may be. Software relating to
subsequent tax years or Service Period shall require a separate license
agreement and payment of the then current license fee. Intuit shall have the
right at any time, at its sole and absolute discretion, to modify or delete
features and to change the operating interface in any or all of the Software,
or to change the hardware and computer system specifications necessary to
operate the Software.
2.9 Electronic Filing
Services. If you choose to file returns electronically, the tax returns
will be transmitted electronically to the Intuit Electronic Filing Center,
where they will be transmitted to the applicable federal or state taxing
authority. Intuit will retain any records required by law. Intuit cannot
guarantee that the taxing authority will accept a return due to circumstances
beyond Intuit’s control (e.g., incorrect user information, malfunction of the
tax authority’s system, etc.). You are responsible for verifying that the EFIN
information, including name and address, on file with the IRS (or other tax
authority, as applicable) is the same information on file within the Software
and/or Intuit Electronic Filing Center. You are also responsible for verifying
the status of returns that you file electronically to confirm that they have
been received and accepted by the applicable taxing authority and, if
necessary, for filing them manually. By using Intuit's system to prepare and
submit tax returns, you consent to the disclosure by Intuit to the IRS and any
other tax or revenue authority of all information pertaining to your use of the
Services. The Intuit Electronic Filing Center will only accept returns from and
transmit returns for Authorized IRS e-file Providers as set forth by the IRS in
Publication 3112 and Publication 1345. Intuit reserves the right at any time to
require users of the Electronic Filing Service to provide information verifying
that they are Authorized IRS e-file Providers using a valid IRS issued EFIN. If
you are unable or unwilling to provide information or documentation to verify
your validly issued Authorized IRS e-file Provider or EFIN status in a form
acceptable to Intuit, or if Intuit is unable to verify or validate your status,
Intuit may block your access or ability to use the Software or your ability to
prepare, submit, process or transmit returns via the Software. Intuit may at any time and in its sole discretion change or discontinue
any aspect, availability or feature of the Services. Year round and multi-year
e-file is only supported if you are a current customer. Electronic filing in subsequent
years will require a separate end user license agreement and payment of the
then-current fee.
If you are filing one or more State tax returns for a client, then by
using a computer system and software to prepare and transmit your client’s
return(s) electronically, you consent to the disclosure of all information
pertaining to your use of the system and software to create your client’s
return(s) and to the electronic transmission of your client’s tax return(s) to
the State in which you are filing the return(s) as applicable by law.
YOU REPRESENT TO INTUIT THAT THE FIRM NAME AND ADDRESS
APPEARING IN THE FIRM INFORMATION SECTION OF THE SOFTWARE IS THE PRIMARY
BUSINESS FIRM NAME AND ADDRESS USED BY YOU IN THE NORMAL COURSE OF BUSINESS. You acknowledge that this firm name and address will appear
in the "Paid Preparer" designation on tax returns processed using the
Software. Licensee acknowledges that this firm name and
address will appear in the “Paid Preparer” designation on tax returns processed
using the Tax Programs. ANY ALTERATION, DELETION, MODIFICATION, OR CHANGE OF ANY
KIND TO THE INFORMATION THAT APPEARS IN THE "PAID PREPARER"
DESIGNATION IS STRICTLY PROHIBITED AND CONSTITUTES A VIOLATION OF INTUIT'S REGISTERED
COPYRIGHTS (except to the extent the
Software contains functionality permitting: (a) the preparation of
“self-prepared” or “non-paid preparer” returns; or (b) an alteration, deletion,
modification or change of such “paid preparer” designation expressly authorized
by Intuit as evidenced by Intuit’s records).
Provided you are licensed for the
Fast Path Services during the Service Period, Pay-Per-Return (“PPR”) is a
licensing option offered by Intuit that allows you to use some of the Intuit tax preparation products on a pay per
return basis. You acknowledge and understand that: (1) when you authorize
payment for a tax return for your client, a taxpayer, on a pay-per-return
basis, a PPR fee is charged after which time you may print or convert–to-PDF
that particular return for that particular client an unlimited number of times
with no additional PPR fee charge; (2) no additional fee is charged when you
electronically file a tax return on a pay per return basis once the PPR fee for
that client’s return has been charged, (3) the amount of money that you place
in your PPR account is not refundable, is not transferable and may not be
carried forward to another Tax Year; and (4) it is your responsibility to manage your PPR
account so that you only place the amount of money in your PPR account that you
actually need. Intuit has the right at any time, in its sole and absolute
discretion, to condition your use of the Software, or the Intuit Services
(defined in Section 8 below) upon your payment of applicable pay-per-use or
pay-per-return charges. Additionally, Intuit reserves the right at any time, in
its sole and absolute discretion, to suspend and/or terminate your use of the
Software or any the Intuit Services if you are delinquent in the payment of any
charges owed to Intuit, including, without limitation, checks returned to
Intuit for insufficient funds and denied credit or charge card amounts.
Intuit hereby grants you nonexclusive, nontransferable right
and license to use the Tax Form Dropoff Service solely to collect W-2 and 1099
data and import such data into Intuit tax preparation software and only on
behalf of your clients. Use of this service may involve or require the payment
of additional fees. All proprietary rights in the Tax Form Dropoff Service and
legal title thereto shall remain in Intuit or its licensors.
5.1 Tax
Form Dropoff Service. For licensed users of the Software the
Tax Form Dropoff Service contains certain features and functionality that allow
you to upload, access and manage client data from the Tax Form Dropoff Service
within the Software. Any access or use of the Tax Form Dropoff Service may be
limited to only certain versions of the Software and shall also be subject to
and governed by the terms of the Software Agreement applicable to your licensed
version of the Software.
5.2 W-2 Import Services. The Software includes a feature that
allows you to import certain tax-related information from participating payroll
processors on behalf of your clients which may involve or require the payment
of additional fees. You are responsible for verifying the accuracy of the
information that is imported with your clients.
Intuit may, at its sole discretion, provide the following maintenance
and technical support for the Software and Fast Path Services: (a) Software
Updates support; and (b) technical support via telephone, email or chat.
6.1 Technical Support. Intuit may provide toll free telephone,
email, and chat consultation to Licensee regarding the technical support as
part of the Fast Path Services during the Service Period. Technical support
will be provided only for use of the Software on the hardware and operating
systems specified in the documentation for the Software Intuit reserves the
right to change the terms, conditions, features and pricing of its technical
support from time to time.
6.2 Delivery of
Software. Delivery of Software to Licensee may take place at a future date,
when the products become available to the general client base of the Software.
Any Software that is delivered by electronic transmission shall be deemed
delivered on the date Intuit makes any such program available for downloading.
Licensee acknowledges and agrees that Intuit may, in its sole discretion, issue
the Software in any alternative media, including but not limited to DVD or
Internet download.
6.3 Software Updates. Intuit
agrees to deliver to Licensee Updates when and if Intuit makes such updates for
the Software generally available to its other licensees, during the Service
Period. Updates shall be offered at Intuit’s sole discretion and in any
alternative media including physical media (DVD), in-product Internet update,
or Internet download. Intuit shall have the right, at its sole discretion, to
withhold the shipment of Updates if Licensee is delinquent in the payment of
any charges owed to Intuit. Updates do not include new derivations of the Fast
Path Services that Intuit designates as new software products or services for
which Licensee will be charged a separate license fee or, at Intuit’s election,
major releases that include significant feature enhancements for which Intuit
Licensee will be charged an incremental fee.
6.4 General Upgrade. Depending on the Software that you License,
upgrade options may be available (for example, upgrade from pay-per-return to
unlimited use or upgrade from the Intuit Basic
version 20-return to the 50-return suite, or from the Intuit Basic version 50-return suite to a Intuit Basic version unlimited use offering, or upgrade from any Intuit Basic version software to a different version of the
Software) some or all of which may involve or require the payment of additional
fees. Contact Intuit Customer Service for further information on available
upgrades.
As a Licensee of the Software and
Fast Path Services Licensee may be offered additional discounts, products and
services at Intuit’s discretion, when and if they become available.
If Licensee’s client
signs up for the Refund Processing Service or other service which enables
client to deduct certain fees and any applicable tax from the proceeds of their
tax refund, Licensee will obtain IRC 7216 consent from their client which will
enable the third party processor to debit these amounts from the bank
account that the bank processor has created on behalf of the client.
7.1. Intuit
eSignature powered by DocuSign (“eSignature”). eSignature is an optional
add-on service that allows you to provide electronic signature functionality to
your clients. In addition to the terms provided in this Agreement, your use of
the eSignature functionality will also be subject to the DocuSign Master
Services Agreement for Resell Customers found when you register and pay for use
of eSignature functionality. Capitalized terms not otherwise defined in the
DocuSign Master Services Agreement for Resell Customers have the meanings
provided in this Agreement.
ii.
eSignature Unlimited access may
also be purchased for a specific Tax Year. You can access Envelopes as needed
during the Tax Year however, access to eSignature functionality expires the
last day of the following calendar year. By way of example, access to eSignature
Unlimited for Tax Year 2023 expires December 31, 2024.
7.2 Intuit Link.
Licensee can use Intuit Link
7.3 Document Management
Service. Licensee has the option of
using a third party online Document Management service to store files online,
and share them with clients. In addition to the terms provided in this
Agreement, use of the third party Document Management service by Licensee will
be subject to such third party provider’s terms of service when Licensee
registers for the Document Management service.
7.4 Hosting Service
powered by RightNetworks. Licensee has the option of using a third party
hosting service to host its use of the
Software. In addition to the terms provided in this Agreement,
Licensee’s use of the online hosting functionality will also be subject to the
RightNetworks Terms & Conditions found at https://www.rightnetworks.com/terms-conditions/. Capitalized terms not otherwise defined in the RightNetworks “terms of
service” have the meanings provided in this Agreement.
8.1 Limited Warranty. For a period of ninety (90) days after the Software ship date,
Intuit warrants that the media on which the Software is distributed will be
free from defects in materials and workmanship under normal operating
conditions. If the media is defective, Intuit will replace the defective media
at no charge. Replacement Software will be mailed to you or you can
download through an Intuit Lacerte Update.
8.2 All warranties or guarantees given or
made by Intuit with respect to the Software (1) are solely for the benefit of
you as the registered user of the Software and are not transferable, and (2)
shall be null and void if you breach any term or condition of this Agreement.
YOU AGREE TO TAKE FULL
RESPONSIBILITY FOR ANY AND ALL LIABILITY ARISING FROM THE PREPARATION OF TAX
RETURNS PROCESSED USING THE SOFTWARE PROVIDED UNDER THIS AGREEMENT AND FOR YOUR
FAILURE TO UPDATE THE SOFTWARE.
You understand and agree that all
decisions regarding the tax treatment of items reflected on tax returns
prepared by you using the Software are made solely by you and that use of the
Software does not relieve you of responsibility, including those to any third
party, for the preparation, content, accuracy, and review of such returns. You
acknowledge that you do not rely upon Intuit for advice regarding the
appropriate tax treatment of items reflected on returns processed using the
Software. You agree to review any computations made by the Software and satisfy
yourself that those computations are correct.
10.1 You accept full responsibility for: (i)
selection of adequate and appropriate Software to satisfy your business needs
and achieve your intended results; (ii) use of the Software; (iii) all results
obtained from the Software, and (iv) selection, use of, and results obtained
from any other programs, computer equipment or services used with the Software.
10.2 You agree that Intuit is not and shall
not be responsible for retaining records of your clients' tax information, tax
returns or other client data, and you hereby release Intuit from, and agrees to
indemnify Intuit for any liability or damages arising out of, or relating to,
the loss of any such data. Intuit may retain certain client data for its own
administrative purposes.
10.3 You accept full responsibility for
obtaining any client and other third party consents or authorizations (in
compliance with IRC 7216 and any other applicable law, regulation and
governmental licenses) in connection with your use of any services offered in
connection with or accessible through the Software (including the transmission
to, or processing, storage or retransmission by, Intuit of client tax return
information), and hereby represent that you have or will obtain such consents
or authorizations. You agree that Intuit and its affiliates are not and shall
not be responsible for retaining records of your clients' tax information, tax
returns or other client data, and hereby release Intuit and its affiliates
from, and agree to indemnify Intuit and its affiliates for any liability or
damages arising out of, or related to, the loss of any such data. Intuit and
its affiliates may retain and use certain client data as may be required by law
or otherwise for its own administrative and business purposes, which may
include testing, improving, and developing Software functionality, as well as
statistical analysis of such data. Intuit is not required or obligated to
provide you with copies of this information.
10.4 You are responsible for safeguarding
taxpayer Information as set forth in the IRS Publication 4600 and Publication
4557
10.5 Confidentiality. Information about your
customers that you provide to Intuit and its affiliates will not be disclosed
to third parties without your permission, except in the following instances:
(i) to fulfill a request for services you've requested; (ii) to vendors who
perform a specific function on behalf of Intuit and its affiliates and have
agreed to keep such information confidential; or (iii) when required by law or
to comply with a legal process. Such information is available to Intuit and its
affiliate employees on a need-to-know basis, who are trained on proper data
handling.
The Software may contain third party software
components which are governed by and subject to commercial terms and licenses
as provided below. Licensee must comply with any such commercial terms and
licenses with regard to these separate third party software components. Intuit
makes no warranty concerning these third party software components.
11.1
11.2 IKVM 8.2.1. Copyright ©
1998-2022 Free Software Foundation Inc.; Copyright © 1996-2022 Oracle and/or
its affiliates; Copyright © 2002-2022 Jeroen Frijters, Windward Studios, Jerome
Haltom, Shad Storhaug and contributors.
This software is provided 'as-is', without any express or
implied warranty. Permission is
granted to anyone to use this software for any purpose, including commercial
applications, and to alter it and redistribute it freely, subject to the
following restrictions:
(i)
The origin of this software must not
be misrepresented; you must not claim that you wrote the original software. If
you use this software in a product, an acknowledgment in the product
documentation would be appreciated but is not required
(ii)
Altered source versions must be
plainly marked as such, and must not be misrepresented as being the original
software.
(iii)
This notice may not be removed or
altered from any source distribution.
Some files in IKVM 8.2.1 are part of GNU Classpath or OpenJDK and are
licensed under the GNU General Public License (GPL) version 2 with
"Classpath" exception, which can be found here
https://www.gnu.org/software/classpath/license.html. This applies in particular
to: - IKVM.Java.dll - some of the *.java files (see each file header for
license).
11.3 Adobe® Flash® Player. The Software may contain Adobe® Flash® Player. Copyright ©
1996 - 2008. Adobe Systems Incorporated. All Rights Reserved. Patents pending
in the United States and other countries. Adobe and Flash are either trademarks
or registered trademarks in the United States and/or other countries.
11.4 Boost Software - Version 1.0 - August
17th, 2003. Permission is hereby
granted, free of charge, to any person or organization obtaining a copy of the
software and accompanying documentation covered by this license (the
"Software") to use, reproduce, display, distribute, execute, and
transmit the Software, and to prepare derivative works of the Software, and to
permit third-parties to whom the Software is furnished to do so, all subject to
the following:
The copyright notices in the
Software and this entire statement, including the above license grant, this
restriction and the following disclaimer, must be included in all copies of the
Software, in whole or in part, and all derivative works of the Software, unless
such copies or derivative works are solely in the form of machine-executable
object code generated by a source language processor.
THE SOFTWARE IS PROVIDED "AS
IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL THE COPYRIGHT HOLDERS OR ANYONE
DISTRIBUTING THE SOFTWARE BE LIABLE FOR ANY DAMAGES OR OTHER LIABILITY, WHETHER
IN CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE
SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE
11.5 Bit Miracle. Docotic.Pdf
© 2008-2022 Bit Miracle; portions ©
ComponentAce; portions © 2002 Chew Keong TAN. All
rights reserved.
Redistribution and use in source and binary forms, with or
without modification, are permitted provided that the following conditions are
met:
i. Redistributions
of source code must retain the above copyright notice, this list of conditions
and the following disclaimer.
ii. Redistributions
in binary form must reproduce the above copyright notice, this list of conditions
and the following disclaimer in the documentation and/or other materials
provided with the distribution.
iii. Neither
the name of Bit Miracle, ComponentAce, nor the names of its
contributors may be used to endorse or promote products derived from this
software without specific prior written permission.
THIS SOFTWARE IS PROVIDED BY THE
COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND ANY EXPRESS OR IMPLIED
WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO
EVENT SHALL BIT MIRACLE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO,
PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR
BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER
IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE)
ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE
POSSIBILITY OF SUCH DAMAGE.
11.6 CodeBase Sub-License Terms and Conditions The following are terms and conditions for third party
software components used to manage the Software client file database, as well
as other database functions. The
definitions contained in this Section shall apply only to this Section.
A.
Background
Whereas, Intuit has licensed
software from Sequiter Software Inc. (“Sequiter”) under the terms of the
CodeBase Software Agreement.
Whereas, Intuit has certain
distribution rights to the licensed software provided this legal agreement is
imposed upon you, the end-user of Intuit’s Software (the “CodeBase
Sub-Licensee”).
Whereas, Intuit has agreed not to
directly or indirectly distribute software which provides programmatic database
capabilities and which also uses the Licensed CodeBase Software unless
otherwise agreed to by Sequiter.
Whereas, this legal document is an
agreement between Intuit and you, the CodeBase Sub-Licensee (hereinafter
referred to as the “Sub-License Agreement”).
B. Definitions
Licensed Software: This is the
Sequiter computer programs contained in the CodeBase software package or any
computer programs containing parts of the computer programs in the package.
These programs could be represented in any form: in print, as electronic source
code, as compiled object modules, as a library file, a dynamic link library, or
an executable program. It includes the CodeReporter and CodeControls software,
which is bundled with CodeBase.
Machine Code: This is a form of
software, which is directly understood by the computer hardware and is
generated by a compiler from source code.
Executable Software: This is a
machine code form of the Licensed Software, which is contained in an executable
file. Under Microsoft Windows the name extension of executable software is
“.EXE.”
Loadable Software: This is a machine
code form of the Licensed Software, which is contained in a DLL, VBX or OCX
file. Under Microsoft Windows the name extensions of DLL, VBX and OCX are
“.DLL”, “.VBX” and “.OCX” respectively.
Distributable Loadable Software:
This is all Loadable Software except for the Server Engine Software.
C.
Sub-License. You may use the
Distributable Loadable Software with, and only with, application(s) provided by
Intuit. You agree not to use the Distributable Loadable Software for any other
purpose. You agree not to use the Distributable Loadable Software for the
purposes of software development and agree to take appropriate measures to
ensure that no one uses the Distributable Loadable Software for the purposes of
software development without an appropriate separate license. You will not
modify, disassemble, decompile or reverse engineer any of the Distributable
Loadable Software
D.
Copyright. The Distributable
Loadable Software and other accompanying materials, including but not limited
to printed or electronic text and images, is owned by Sequiter or its suppliers
and is protected by copyright laws and international treaty provisions.
Consequently, you may not make copies of this copyrighted material except as
expressly provided herein.
E.
No Warranties. To the maximum
extent permitted under applicable law, the Distributable Loadable Software is
provided “as is” without any kind of warranty on behalf of Sequiter Software
Inc. You accept full responsibility for determining whether the Distributable
Loadable Software is suitable for any particular purpose and for protecting
yourself against any possible consequential damages.
F.
U.S. GOVERNMENT RESTRICTED RIGHTS.
The CodeBase software package and documentation are provided with
RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject
to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in
Technical Data Computer Software clause at DFARS 252.227-7013 or subparagraphs
(c)(1) and (2) of the Commercial Computer Software-Restricted Rights at 48 CFR
52.227-19, as applicable.
G.
Other Terms. If any clause in
this Sub-License Agreement is held to be contrary to law, that clause shall be
severed and the rest of the Sub-License Agreement shall be enforceable to the
fullest extent possible. This Sub-License Agreement constitutes the entire
agreement between the parties hereto with respect to the subject matter hereof
and there are no statements, representations, warranties, undertakings or
agreements, written or oral, express or implied, direct or indirect, collateral
or otherwise, between the parties hereto, except as herein set forth.
11.7 Microsoft Software License Terms. IMPORTANT: READ CAREFULLY—These Microsoft Corporation
("Microsoft") operating system components, including any
"online" or electronic documentation ("OS Components") are
subject to the terms and conditions of the agreement under which you have
licensed the applicable Microsoft operating system product ("OS
Product") described below (each an "End User License Agreement"
or "EULA") and the terms and conditions of this Supplemental EULA. BY
INSTALLING, COPYING OR OTHERWISE USING THE OS COMPONENTS, YOU AGREE TO BE BOUND
BY THE TERMS AND CONDITIONS OF THE APPLICABLE OS PRODUCT EULA AND THIS
SUPPLEMENTAL EULA. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT
INSTALL, COPY OR USE THE OS COMPONENTS.
NOTE: IF YOU DO NOT HAVE A VALID EULA FOR ANY "OS
PRODUCT", YOU ARE NOT AUTHORIZED TO INSTALL, COPY OR OTHERWISE USE THE OS
COMPONENTS AND YOU HAVE NO RIGHTS UNDER THESE SUPPLEMENTAL TERMS.
BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS. IF YOU DO NOT
ACCEPT THEM, DO NOT USE THE SOFTWARE. If you comply with these license terms,
you have the rights below.
1. SCOPE OF LICENSE. The software is licensed, not sold.
This agreement only gives you some rights to use the software. Microsoft
reserves all other rights. Unless applicable law gives you more rights despite
this limitation, you may use the software only as expressly permitted in this
agreement. In doing so, you must comply with any technical limitations in the
software that only allow you to use it in certain ways. You may not disclose
the results of any benchmark tests of the software to any third party without
Microsoft's prior written approval; work around any technical limitations in
the software; reverse engineer, decompile or disassemble the software, except
and only to the extent that applicable law expressly permits, despite this
limitation; make more copies of the software than specified in this agreement
or allowed by applicable law, despite this limitation; publish the software for
others to copy; rent, lease or lend the software; transfer the software or this
agreement to any third party; or use the software for commercial software
hosting services.
2. BACKUP COPY. You may make one backup copy of the
software. You may use it only to reinstall the software.
3. DOCUMENTATION. Any person that has valid access to your
computer or internal network may copy and use the documentation for your
internal, reference purposes.
4. SUPPORT SERVICES. Because this software is "as
is," we may not provide support services for it.
5. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED
"AS-IS." YOU BEAR THE RISK OF USING IT. MICROSOFT GIVES NO EXPRESS
WARRANTIES, GUARANTEES OR CONDITIONS. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS
UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE. TO THE EXTENT
PERMITTED UNDER YOUR LOCAL LAWS, MICROSOFT EXCLUDES THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
6. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. YOU
CAN RECOVER FROM MICROSOFT AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S.
$5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST
PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES. This limitation applies to
anything related to the software, services, content (including code) on third
party Internet sites, or third party programs; and claims for breach of
contract, breach of warranty, guarantee or condition, strict liability,
negligence, or other tort to the extent permitted by applicable law. It also
applies even if Microsoft knew or should have known about the possibility of
the damages. The above limitation or exclusion may not apply to you because
your country may not allow the exclusion or limitation of incidental,
consequential or other damages.
11.8 Intuit Document Management System Fax Functionality. The following are
additional license terms for third party software components used in the
Software to provide fax functionality: THE SOURCE CODE VERSION OF TURBOPOWER
ASYNC PROFESSIONAL SOFTWARE VERSION 4.06 (Source Code) IS AVAILABLE UNDER THE
TERMS OF THE MOZILLA PUBLIC LICENSE 1.1 (Mozilla License). In the event of a
conflict between the Intuit Software Agreement
with respect to such Source Code, the Mozilla License shall control. Any terms
for the executable version of the TurboPower Async Professional Software
version 4.06 set forth in the Intuit Software
Agreement that are different from the terms of the Mozilla License are offered
by Intuit Inc. and not by TurboPower Software or any contributor to TurboPower
Async Professional Software version 4.06.
11.9 CefSharp - Copyright
© 2010-2018 The CefSharp Authors. All rights reserved. Redistribution
and use in source and binary forms, with or without modification, are permitted
provided that the following conditions are met:
* Redistributions of
source code must retain the above copyright notice, this list of conditions and
the following disclaimer.
* Redistributions in binary form must reproduce the
above copyright notice, this list of conditions and the following disclaimer in
the documentation and/or other materials provided with the distribution.
* Neither the name of Google Inc. nor the name of
Chromium Embedded Framework nor the name CefSharp nor the name of its
contributors may be used to endorse or promote products derived from his
software without specific prior written permission.
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS
IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES
(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES;
LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON
ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT
(INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS
SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
11.10 Scriptel - This
software contains code of Scriptel Corporation, the sole owner of the
copyrights in such code, permitted for use in accordance with the Scriptel End
User License Agreement available at www.scriptel.com. Copyright © 2022 by Scriptel Corporation.
11.11 OpenSSL - https://www.openssl.org: Copyright
(c) 1998-2011 The OpenSSL Project. All
rights reserved.
Redistribution and use in source and binary
forms, with or without modification, are permitted provided that the following
conditions are met:
1. Redistributions of source code must retain
the above copyright notice, this list of conditions and the following
disclaimer.
2. Redistributions in binary form must reproduce
the above copyright notice, this list of conditions and the following
disclaimer in the documentation and/or other materials provided with the
distribution.
3. All advertising materials mentioning features
or use of this software must display the following acknowledgement: "This
product includes software developed by the OpenSSL Project for use in the
OpenSSL Toolkit. (http://www.openssl.org/)"
4. The names "OpenSSL Toolkit" and
"OpenSSL Project" must not be used to endorse or promote products
derived from this software without prior written permission. For written
permission, please contact openssl-core@openssl.org.
5. Products derived from this software may not
be called "OpenSSL" nor may "OpenSSL" appear in their names
without prior written permission of the OpenSSL Project.
6. Redistributions of any form whatsoever must retain the
following acknowledgment: "This product includes software developed by the
OpenSSL Project for use in the OpenSSL Toolkit (http://www.openssl.org/)"
11.12 Zlib - http://www.zlib/: zlib.h -- interface of the 'zlib' general purpose compression library
version 1.2.8, April 28th, 2013
Copyright (C) 1995-2013 Jean-loup Gailly and
Mark Adler
1. The origin of this software must not be
misrepresented; you must not claim that you wrote the original software. If you
use this software in a product, an acknowledgment in the product documentation
would be appreciated but is not required.
2. Altered source versions must be plainly
marked as such, and must not be misrepresented as being the original software.
3. This notice may not be removed or altered
from any source distribution.
Jean-loup Gailly at jloup@gzip.org and Mark Adler at madler@alumni.caltech.edu
11.13 Newtonsoft
- The file Newtonsoft.Json.dll is an open source JSON parsing library that can
be found here: https://www.nuget.org/packages/newtonsoft.json/ - The MIT License (MIT) - Copyright (c) 2007
James Newton-King
The above copyright notice and this permission
notice shall be included in all copies or substantial portions of the Software.
11.14 AutoMapper
- This is licensed under the MIT license and is Copyright © Jimmy Bogard.
11.15 Autofac
- This is licensed under the MIT license and is Copyright © 2014 Autofac
Project.