The Tax Pros Income Tax Service End-User License Agreement
IMPORTANT INFORMATION - PLEASE READ CAREFULLY
This End-User License Agreement (the "Agreement") is a legally binding contract between you and The Tax Pros. This Agreement governs your use of the English and French language versions of the The Tax Pros online service and all related materials, including but not limited to, any support (whether online or by phone), accompanying documentation, help, instruction and all software and services provided by The Tax Pros in connection with the The Tax Pros Online Tax service, including the downloading of tax returns to be viewed on screen, printed and filed electronically or on paper (together, the “Online Tax Services”), and sets the terms and conditions applying thereto. The Online Tax Services are only designed for preparing federal (Canadian) personal tax returns.
Be sure that you carefully read and fully understand this Agreement: when you click "I accept" you make a commitment to comply with all the provisions of this Agreement.
As used in this Agreement the terms "you" and "your" are synonymous and refer to the user of the Online Tax Services.
THIS AGREEMENT SETS FORTH THE TAX PROS ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE VIRTUAL ASSIST SERVICES AND IS A COMPLETE STATEMENT OF THE AGREEMENT BETWEEN YOU AND THE TAX PROS.
YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN, NEGOTIATED AGREEMENT SIGNED BY YOU. THE TAX PROS IS WILLING TO PROVIDE THE ONLINE TAX SERVICES TO YOU ONLY ON CONDITION THAT YOU ACCEPT ALL OF THE TERMS OF THIS AGREEMENT. YOU PROVIDE YOUR CONSENT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT BY CLICKING THE "I AGREE" BUTTON. YOU MAY NOT USE THE ONLINE TAX SERVICES UNTIL YOU HAVE INDICATED YOUR UNCONDITIONAL ACCEPTANCE OF THIS AGREEMENT BY CLICKING THE "I AGREE" BUTTON. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU SHOULD NOT CLICK THE "I AGREE" BUTTON.
1. Payment for Tax Services.
You shall be charged the applicable fee, before your return is filed electronically. You may be required to to pay additional preparation costs at any time prior to printing or filing if we uncover additional documentation required to prepare your tax return. You will be asked to pay to upgrade your Service Package at the then-current rates. The Tax Pros reserves the right to modify the applicable fees at any time without prior notice, provided that such modification will not affect any Service Package for which you have already paid. Your payment to The Tax Pros of all fees and any additional applicable charges and taxes, must be made by your valid credit card and, except as otherwise provided herein, all fees and charges are non-refundable. In order to utilize the Online Tax Services, you will be required to create an account and password to manage your correspondence and securely upload your documents. Your information and files will be stored securely in the cloud.
2. Limitations of the Online Tax Services.
The Online Tax Services are available for preparing tax filings for all personal tax scenarios, with the exception of:
Returns for deceased persons
Any returns where a spouse does NOT have a SIN, if the primary filer is:
Preparing a coupled return (in such instance, each person requires a SIN)
Splitting pension income with a spouse
Living in Quebec and the spouse is a resident
The Online Tax Services are only available where The Tax Pros are able to successfully verify your identity through the process provided when you initially subscribe to the Online Tax Services. If The Tax Pros is unable for any reason to verify your identity through such online means, you may be required to file at a physical Tax Pros location where your identification may be verified in person.
3. Supporting Tax Documentation.
You will be required to upload or otherwise provide The Tax Pros with access to all necessary supporting tax documentation (e.g., T4, T183, etc.) as indicated through the Services or requested by the Tax Specialist preparing your return. Some documents may require your signature prior to the service being performed. We may also require you to send us an original signed hardcopy form. If we require you to mail your supporting documentation, you are responsible for maintaining copies your own copies of all such documentation. You agree that The Tax Pros is not responsible for any items lost or destroyed during mailing. Additionally, you are encouraged to maintain a copy of your final tax return.
4. Additional Restrictions.
This Agreement grants access to and use of the Online Tax Services only in the manner set forth in this Agreement. You may not, directly or indirectly: (1) use the Online Tax Services in any manner other than its intended manner or for the benefit of any third parties, including by making the Online Tax Services available to perform professional or commercial services for third parties where the Online Tax Services enables, facilitates or comprises part of such services; (2) use or try to use the Online Tax Services other than to prepare your and your spouse’s tax returns and to use the documentation and help services necessary to help you perform the task; (3) access the Online Tax Services to prepare tax returns, schedules or worksheets on a professional or commercial basis (i.e. for a preparer's or other fee or payment of any kind); or (4) copy, reproduce, republish, download, transmit or distribute in any way material available on or through the The Tax Pros websites without the explicit written permission of The Tax Pros; and you agree to indemnify, defend and hold harmless The Tax Pros against any losses, liabilities, claims, costs or expenses, including reasonable legal fees and disbursements and enforcement costs, arising out of or relating to any of the foregoing. Any person other than you who has accessed the Online Tax Services through any of the foregoing methods, or any method other than paying a fee to The Tax Pros for use of the Online Tax Services is not authorized to use the Online Tax Services. The Tax Pros reserves all rights respecting the Online Tax Services not expressly granted to you in this Agreement.
Without limiting the generality of the foregoing or of any other restriction or requirement contained in this Agreement, you agree that you will not, in connection with the Online Tax Services, directly or indirectly do or permit any of the following:
post, upload, reproduce, distribute or otherwise transmit any materials or other communications that:
is unauthorized or unsolicited commercial communications, junk or bulk communications or other “spam” or is otherwise duplicative or unsolicited;
contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component;
is defamatory, infringing, or unlawful;
is inappropriate, profane, obscene, offensive, vulgar or indecent;
gives rise to civil liability, or otherwise violates the rights or assists others to violate the rights of us or any third party, such violations including engaging in copyright infringement, invasion of privacy, trademark infringement or defamation;
constitutes a criminal offence, or otherwise engages in or assists others to engage in any criminal offence, including pyramid selling, unauthorized use of a computer, mischief in relation to data, fraud, obscenity and child pornography; or
incites discrimination, hate or violence towards one person or a group because of their belonging to a race, religion, nationality, sexuality, gender or other human rights-protected group of persons;
engage in threats, harassment, intimidation, stalking or abuse or any conduct that violates the legal rights of others, including the rights of minors and rights relating to privacy and publicity;
scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass without the express permission of the owners of such computer systems;
forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the App;
impersonate or falsely represent your association with any person, including a representative of us;
disrupt or threaten the integrity, operation or security of any service, computer or any Internet system;
disable or circumvent any access control or related process or procedure established with respect to the Online Tax Services;
harvest, scrape, extract, gather, collect, or store personal information about others without their express consent; or
harvest, scrape, or use any robot, spider, crawler, script or other automated means or interface not provided by us to access the Online Tax Services or to extract data, collect information or otherwise interact with the Online Tax Services.
If you breach any of the above terms, conditions and restrictions, The Tax Pros reserves the right, in its sole and unfettered discretion to (a) delete or otherwise remove any offending materials, and/or (b) immediately terminate your use of the Online Tax Services and this Agreement. In the event of such a breach and termination, you hereby acknowledge and agree that any amount paid by you for use of the Online Tax Services hereunder shall be immediately deemed forfeit, and The Tax Pros shall not be required to refund any such amount, without limiting any other remedy which may be available to The Tax Pros.
5. Availability of Services.
The Tax Pros is not responsible for the late filing of your tax return due to any discontinuation of, or interruption in, the Services, and you acknowledge that you should file your tax return as early as possible to meet any filing deadlines.
6. Intellectual Property Rights.
The Online Tax Services are protected by copyright, trade secret and other intellectual property laws. Title to all copyright and other intellectual property rights therein and thereto are owned and shall be retained exclusively by The Tax Pros and its licensors. Through your use of the Online Tax Services, you acquire no ownership interest in the Online Tax Services or any derivative work or component of the Online Tax Services. The Tax Pros and its licensors reserve all rights related to such ownership, including the exclusive right to make derivative works of the Online Tax Expert Services and to duplicate, license, offer, perform and sell the Online Tax Services. You shall not modify, translate, or otherwise create derivative works based on the Online Tax Services or any part thereof. No right, title or interest in or to any trade-mark, service mark, logo or trade name of The Tax Pros or its licensors is granted to you under this Agreement. You agree not to disclose to any person including a potential competitor of The Tax Pros, any trade secrets or other confidential information that you may learn about the Online Tax Services.
You acknowledge and agree that all or portions of the Online Tax Services may have been designed and/or developed by third party licensors and may include software licensed by such third parties, and such third party beneficiaries shall be authorized to hold you responsible for any infringement or violation of this Agreement.
The Tax Pros may provide you with a mechanism to provide feedback, ideas and/or suggestions about the the Online Tax Services ("Feedback"). You agree that The Tax Pros, in its sole discretion, may use the Feedback that you provide to The Tax Pros in any way, including in future modifications of the Online Tax Services, multimedia works and/or advertising and promotional materials relating thereto without compensation to you. You hereby grant to The Tax Pros a perpetual, worldwide, fully transferable, non-revocable, royalty-free license to use, modify, create derivative works from, distribute, display and otherwise exploit any information you provide to The Tax Pros in the Feedback.
8. Terms of Service for Services.
Additional services and software features (the “Additional Services”, and together with the Online Tax Services, the “Services”)) may be offered to you in connection with your use of the Online Tax Services. Additional fees may apply, and the Additional Services may be subject to the additional terms and conditions specific to such Additional Services. By purchasing an Additional Service you are accepting the respective terms and conditions applicable to it, and your use of the Additional Service is conditional on that acceptance. If you do not agree to the terms and conditions, then you may not use the Additional Services. Terms and conditions for each such Additional Service will be presented to you at the time of payment.
9. Limited Warranty.
You are responsible for using the Online Tax Services correctly and are liable for any omissions or errors in the information provided by you. You are also responsible for reviewing your return before it is filed to verify its overall completeness and accuracy.
The tax forms provided to you through your use of the Online Tax Services have the prior approval of the Canada Revenue Agency (CRA).
The Tax Pros Advantage
The Tax Pros works diligently to ensure the accuracy of the calculations on every form prepared using the Online Tax Services. The Tax Pros warrants the Online Tax Services' accuracy of the preparation based solely on the information provided by you. If you are required to pay a federal or provincial government penalty and/or interest solely as a result of a preparation error on a form prepared using the Online Tax Services, and not as a result of, among other things, (i) your failure to provide all required information accurately or your misuse of the Online Tax Services; (ii) your negligent, willful or fraudulent omission of pertinent information or inclusion of inaccurate information on your tax return; or (iii) your misclassification of information on your tax return; then The Tax Pros will pay you in the amount of the federal or provincial government penalty and/or interest paid by you to such federal or provincial government, but only the amount directly attributable to the inaccuracy of the preparations. If you believe such a preparation error occurred, and you have complied with the terms and conditions of this Agreement, you must notify The Tax Pros as soon as you learn of the error but in no event later than thirty (30) days after the initial penalty and/or interest is assessed. Your written notice must include a copy of your Notice of Assessment (or Notice of Reassessment) from the applicable tax authority, a hardcopy of the applicable tax return, and your tax return files and any other materials and information that The Tax Pros may reasonably request to evaluate and verify your claim. You authorize The Tax Pros to obtain and review any data files that may be in The Tax Pros's possession or control as well as any materials provided by you in order to evaluate and verify your claim. The Tax Pros is not responsible nor liable for paying any additional tax liability that you may owe other than as expressly stated herein. You are solely responsible and liable for providing assistance and additional information as reasonably requested by The Tax Pros.
EXCEPT AS MAY OTHERWISE BE STATED HEREIN, THE TAX PROS IS NOT RESPONSIBLE TO PROVIDE ANY REFUNDS THAT RESULT FROM YOUR ABUSE OR MISUSE OF THE ONLINE TAX SERVICES, OR FROM OTHER CONDUCT OR CONDITIONS NOT CAUSED BY, OR OUTSIDE OF THE CONTROL OF, THE TAX PROS.
THESE GUARANTEES ARE ONLY VALID FOR ONE ONLINE TAX SERVICES ACCOUNT PER HOUSEHOLD.
THE RIGHTS AND BENEFITS AFFORDED BY THIS SECTION 7 MAY NOT BE ASSIGNED OR OTHERWISE TRANSFERRED TO ANY OTHER PERSON. THE ABOVE WARRANTIES ARE VOID IF YOU USE THE ONLINE TAX EXPERT SERVICES CONTRARY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.
10. Disclaimer of Warranties.
EXCEPT AS EXPRESSLY PROVIDED IN SECTION 9, THE ONLINE TAX EXPERT SERVICES, AND ANY OTHER SERVICES OFFERED ON THE TAX PROS WEBSITES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TAX PROS, ITS AFFILIATES, LICENSORS, THIRD PARTY CONTENT OR SERVICE PROVIDERS, DISTRIBUTORS, DEALERS AND SUPPLIERS ("SUPPLIERS") DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY REGARDING THE SERVICES AND THE RELATED MATERIALS AVAILABLE ON THE WEBSITES INCLUDING ANY WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY AND NON-INFRINGEMENT. THE TAX PROS DOES NOT WARRANT OR PROMISE THAT THE ONLINE TAX SERVICES WILL IDENTIFY THE APPROPRIATE DOCUMENTS, LETTERS OR NOTICES FOR YOUR NEEDS; NOR DOES THE TAX PROS MAKE ANY OTHER PROMISES ABOUT THE PERFORMANCE, ACCURACY, OR RELIABILITY OF THE ONLINE TAX SERVICES, OR ITS ABILITY TO MEET YOUR REQUIREMENTS. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE TAX PROS FURTHER DISCLAIMS ANY RESPONSIBILITY FOR THE RELIABILITY OR ADEQUACY OF ANY CHOICES OR DECISIONS YOU MAKE WITH RESPECT TO THE TREATMENT AND PROCESSING OF YOUR TAX INFORMATION BY USING THE ONLINE TAX SERVICES.
THE TAX PROS AND ITS SUPPLIERS DISCLAIM RESPONSIBILITY FOR CHANGES IN TAX LAWS AND REGULATIONS THAT MAY AFFECT YOU, AS TAX LAWS AND REGULATIONS CHANGE FREQUENTLY AND APPLICATION OF LAWS CAN VARY BASED ON FACTS AND CIRCUMSTANCES.
YOU AGREE THAT YOU ARE RESPONSIBLE FOR REVIEWING THE RESULTS CREATED BY USING THE ONLINE TAX EXPERT SERVICES FOR ACCURACY AND SUFFICIENCY BEFORE PROCEEDING TO MAKE ANY TAX FILINGS CREATED AS THROUGH THE ONLINE TAX SERVICES. YOU FURTHER AGREE THAT REVIEWING A RETURN MEANS AN ACKNOWLEDGEMENT THAT ALL INFORMATION REPORTED ON THE TAX RETURN IS CORRECT AND THAT NO DATA IS ERRONEOUS OR MISSING.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE TAX PROS AND/OR ITS SUPPLIERS OR THEIR EMPLOYEES OR AGENTS SHALL INCREASE THE SCOPE OF THESE REPRESENTATIONS, WARRANTIES OR CONDITIONS OR CREATE ANY NEW REPRESENTATIONS, WARRANTIES OR CONDITIONS IN CONNECTION WITH THE ONLINE TAX SERVICES.
YOU ACKNOWLEDGE THAT THERE ARE SCENARIOS IN WHICH DOCUMENTS, FORMS AND LETTERS GENERATED IN CONNECTION WITH YOUR USE OF THE ONLINE TAX SERVICES MAY BE INVALID OR UNENFORCEABLE IN A PARTICULAR JURISDICTION AND IF YOU ARE UNSURE WHETHER A PARTICULAR DOCUMENT, FORM OR LETTER IS VALID OR ENFORCEABLE, YOU SHOULD CONSULT A LAWYER IN ADVANCE OF USING OR RELYING UPON ANY SUCH DOCUMENT, FORM OR LETTER.
11. Limitations on Liability and Damages.
UNLESS EXPRESSLY STATED TO THE CONTRARY HEREIN. YOUR EXCLUSIVE REMEDY AND THE ENTIRE CUMULATIVE LIABILITY OF THE TAX PROS AND ITS SUPPLIERS ARISING FROM OR RELATING TO THIS AGREEMENT (INCLUDING WITHOUT LIMITATION WITH RESPECT TO YOUR USE OF THE ONLINE TAX SERVICES OR ADDITIONAL SERVICES, OR BOTH) SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SERVICE PACKAGE TO THE ONLINE TAX SERVICES AND THE FEES PAID FOR THE ADDITIONAL SERVICES. TO THE MAXIMUM AMOUNT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE TAX PROS AND/OR ITS SUPPLIERS, SERVICE PROVIDERS, LICENSORS, OFFICERS, DIRECTORS, REPRESENTATIVES, AFFILIATES, EMPLOYEES, AGENTS, SUCCESSORS, ASSIGNS, DISTRIBUTORS, DEALER, OR SUBSIDIARIES BE LIABLE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, ECONOMIC LOSS, LOST DATA, LOST PROFITS OR BUSINESS, TELECOMMUNICATION FAILURES, CORRUPTION OR THEFT OF DATA, LOSS OF USE, LOSS OF PRIVACY, OR FOR ANY CLAIM OR DEMAND AGAINST YOU BY ANY OTHER PARTY, EVEN IF THE TAX PROS AND/OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
YOU AGREE THAT THE TAX PROS AND/OR ITS SUPPLIERS 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) THE USE OF, OR INABILITY TO USE, THE ONLINE TAX SERVICES OR ADDITIONAL SERVICES, OR BOTH; (2) YOUR USE OF ANY DOCUMENTS, LETTERS OR NOTICES GENERATED THROUGH YOUR USE OF THE ONLINE TAX SERVICES; (3) YOUR RETENTION OF, OR YOUR FAILURE TO CONSULT OR RETAIN, A LAWYER WITH RESPECT TO ANY CONTRACT, DOCUMENT, LETTER, NOTICE, LITIGATION, NEGOTIATION OR OTHER LEGAL MATTER; (4) CONNECTION OR TOLL CHARGES FOR USING THE ONLINE TAX SERVICES; OR (5) ANY FEES, COSTS OR EXPENSES ARISING OUT OF SUPPORT FOR THE ONLINE TAX SERVICES.
NOTWITHSTANDING ANYTHING IN THIS AGREEMENT, THE TAX PROS HAS NO RESPONSIBILITY OR LIABILITY FOR DAMAGES OR CLAIMS RELATING TO ANY USE OF THE ONLINE TAX SERVICES ON A PROFESSIONAL BASIS (WHICH IS A PROHIBITED USE UNDER THIS AGREEMENT).
YOU AGREE THAT THE ESSENTIAL PURPOSES OF THIS AGREEMENT CAN BE FULFILLED EVEN WITH THESE LIMITATIONS ON LIABILITIES. YOU ACKNOWLEDGE THAT THE TAX PROS WOULD NOT BE ABLE TO PROVIDE THE ONLINE TAX SERVICES ON AN ECONOMICAL BASIS WITHOUT THESE LIMITATIONS.
Pursuant to CRA guidance, be advised that any federal tax advice given to you, including anything provided to you in writing, is not intended to be used, and it cannot be used, by any person or entity for the purpose of avoiding penalties imposed under the Canadian Income Tax Act and Regulations.
12. Communication through the Services.
The Tax Pros may use a variety of methods (e.g., email, SMS (text), chat and phone) to communicate with you, in connection with the Services. You may be required to provide various contact information, mobile phone number, email address, etc. based on the means we communicate with you. Standard message rates from your provider may apply.
13. Security and Confidentiality.
You are the only person authorized to use your user identification and password, and you bear full responsibility for preserving their confidentiality and for the risk involved in divulging such information. The Tax Pros will not release the user ID and password. The files you submit and receive using the Online Tax Services contain personal and confidential tax data that must be protected, and it is your sole responsibility to protect these files from violation, theft or corruption. You acknowledge that the tax information you provide is stored on The Tax Pros, or its licensor's, secure servers and/or data bank, and you agree to allow The Tax Pros or its licensor to keep secure copies of the tax information that you have provided, for such period of time as The Tax Pros in its sole unfettered discretion determines is reasonable. If you decide not to proceed with the payment of the Services, all information you have entered will be deleted from The Tax Pros systems in accordance with The Tax Pros data maintenance cycles. The Tax Pros will not sell this information or use it in any way except insofar as you require or request technical assistance, and insofar as is needed to securely back-up and store it. You understand and agree that you are solely responsible for all computer password, data, file and network security on any computer you use to access the Online Tax Services, including but not limited to, an active firewall on the computer and/or network connection, anti-virus software and anti-spyware software, necessary to secure and protect any proprietary or confidential information that you provide, store, submit, transmit or disclose directly or indirectly with your use of the Online Tax Services. You must sign out of the Online Tax Services. If you require The Tax Pros assistance in using the Online Tax Services, you understand and agree that The Tax Pros may contact you by telephone or email to get your consent to electronically access your tax information in order to provide you with assistance. If The Tax Pros needs to submit any non-confidential information to you, it will do so either by posting such information on the Tax Pros website at www.thetaxprosonline.com or by email to registered users. The Tax Pros will not be liable if the information it provides by email is lost, intercepted, altered or misused by someone else. You agree that The Tax Pros is not required to contact you in any other manner whatsoever.
14. Storage of Your Tax Return File.
Except to the extent required by applicable law, The Tax Pros has no obligation to store or maintain any tax return files. However, in its sole discretion, The Tax Pros may retain your tax return file during the term of this Agreement.
Subject to the below, all claims, disputes, controversies, differences or questions that arise between you and The Tax Pros concerning the interpretation or application of any of the terms of this Agreement (including, without limitation, the existence of a breach or the validity of the termination of this Agreement) shall be submitted, settled and determined by final and binding arbitration exclusively (to the extent permitted by law) in accordance with the following terms and conditions: (i) the arbitration must commence within limitation periods prescribed by the Limitations Act (British Columbia), as amended or replaced from time to time for the bringing of a suit on such dispute; (ii) this Section 15 shall not limit The Tax Pros right to obtain any provisional or equitable remedy, including without limitation, injunctive relief from any court of competent jurisdiction, as may be necessary in The Tax Pros sole judgment to protect its rights; (iii) the arbitration shall be conducted by a single arbitrator in accordance with the Arbitration Act (Alberta), as amended or replaced from time to time. If the parties cannot agree on the arbitrator within 15 days of the notice of arbitration, either party may apply for an order appointing the arbitrator; (iv) the arbitration shall be conducted in the English language; (v) the arbitration shall be held in Kelowna, BC; (vi) all disputes, differences or questions shall be settled in accordance with the laws of the Province of British Columbia; (vii) the award rendered by the arbitrator shall be final and binding upon each of the parties, and judgment thereon may be entered by either party in any court of competent jurisdiction; (viii) the expense of the arbitration shall be borne equally by the parties and in no event shall a party be required to pay the legal fees of the other party incurred in connection with the arbitration; (ix) nothing in this Agreement shall be deemed to give the arbitrator any authority, power or right to alter, change, amend or modify the provisions of this Agreement; (x) all confidential information of a party shall be disclosed during arbitration only upon the issuance of appropriate protective orders limiting the disclosure or discoverability of such confidential information outside of the arbitration proceedings; (xi) neither party nor the arbitrators may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both parties, except as required by law. Notwithstanding the foregoing, The Tax Pros has the right to institute legal or equitable proceedings in a court of law for claims or disputes regarding amounts owed by you to The Tax Pros in connection with the subscription to the Online Tax Services, and/or your violation or threatened violation of Sections 1, 4, 5 or 16 of this Agreement and/or any matter involving a third party not privy to this Agreement. For any such proceedings, you consent to the jurisdiction of the federal and provincial courts sitting in the Province of British Columbia.
You agree to hold The Tax Pros and its suppliers, service providers, licensors, successors, assigns, officers, directors, representatives, affiliates, employees, agents successors, assigns, distributors, dealers or subsidiaries harmless from and against any claim, suit, loss, liability, penalty or damages (including incidental and consequential damages), costs and expenses (including reasonable legal fees and expenses), arising out of your breach of this Agreement.
Without prejudice to any other of The Tax Pros rights, The Tax Pros may immediately terminate this Agreement if, in the opinion of The Tax Pros, you are attempting to act in breach of this Agreement or you do not abide by the terms and conditions of this Agreement, including without limitation any act by you in contravention of the restrictions set out in Section 4, in which case you must cease using the Online Tax Services immediately and certify in writing to The Tax Pros of your compliance with this Section 17. No termination shall affect The Tax Pros rights under this Agreement, nor require any refund by The Tax Pros of any payment made by you for the Online Tax Services.
(A) From time to time the The Tax Pros websites may advertise the products or services of, or make reference to or link to third party sites throughout the Internet. The Tax Pros has no control over these sites or the content within them. The Tax Pros cannot guarantee, represent or warrant either the products or services of third parties or that the content contained in the sites is accurate, legal and/or inoffensive. The Tax Pros does not endorse the content of any third party site, nor do we warrant that they will not contain viruses or otherwise impact your computer. By using the The Tax Pros websites to link to another site, or by using the products or services of a third party advertised on the The Tax Pros websites you agree and understand that you may not make any claim against The Tax Pros for any damages or losses, whatsoever, resulting there from.
(B) Governing Law; Forum. This Agreement shall be governed by the law of British Columbia and federal laws of Canada, without regard to its choice of law or conflicts of law principles. This Agreement does not limit any rights that The Tax Pros may have under trade secret, copyright, patent or other laws. To the extent that Section 15 may not apply in respect of any dispute which may arise hereunder, you consent to the jurisdiction of the federal and provincial courts sitting in Kelowna, BC.
(C) Entire Agreement. This Agreement is the entire and exclusive agreement between you and The Tax Pros with respect to the Online Tax Services, and it supersedes all previous communications, representations or agreements, either oral or written, between you and The Tax Pros. No representations or statements of any kind made by any representative of The Tax Pros, its suppliers, service providers, licensees, officers, Directors, representatives, affiliates, employees, agents, successors, assigns, distributors, dealers or subsidiaries, which are not included in this Agreement, shall be binding on The Tax Pros.
(D) Amendments. The Tax Pros shall have the right to change or add to the terms of this Agreement at any time (provided that it is not The Tax Pros intent that such change substantially affect the rights granted to you), and to change, delete, discontinue, or impose conditions on any feature or aspect of the Online Tax Services upon notice by any means The Tax Pros determines in its discretion to be reasonable, including sending you an email notification or posting information concerning any such change, addition, deletion, discontinuance or conditions on any The Tax Pros website, including but not limited to www.thetaxprosonline.com. Block's suppliers, service providers, licensees, officers, directors, representatives, affiliates, employees, agents, successors, assigns, distributors, dealers or subsidiaries, or other third parties are not authorized to make modifications to this Agreement or to make any additional representations, warranties, conditions or commitments binding on The Tax Pros.
(E) Waiver. No waiver of any provision or condition herein shall be valid unless in writing and signed by an authorized representative of The Tax Pros. The Tax Pros failure to insist upon or enforce strict performance of any provision of this Agreement or any right shall not be construed as a waiver of any such provision or right.
(F) Severability. If any provision of this Agreement is determined to be illegal or unenforceable, such provision shall be automatically reformed and construed so as to be valid, operative and enforceable to the maximum extent permitted by law or equity while preserving its original intent. The invalidity of any part of this Agreement shall not render invalid the remainder of this Agreement.
(G) Notices. Except as otherwise indicated, any notices under this Agreement to The Tax Pros must be personally delivered or sent by certified or registered mail, return receipt requested, to such other address as The Tax Pros may specifically identify for such purpose in writing on its website www.thetaxprosonline.com. Such notices will be effective upon The Tax Pros receipt, which may be shown by confirmation of delivery.
(H) Force Majeure. The Tax Pros shall not be liable for any default or delay in the performance of any obligations under this Agreement to the extent its performance is delayed or prevented due to causes beyond its reasonable control, such as acts of God, natural disasters, terrorist acts, war, other hostilities, labour disputes, civil disturbances, the actions or omissions of third parties, electrical or communication system failures or governmental actions.
(I) Miscellaneous. This Agreement shall inure to the benefit of The Tax Pros and its affiliates, subsidiaries and successors and assigns. Any and all references in this Agreement to The Tax Pros, its affiliates and subsidiaries shall, where the context so permits, include The Tax Pros parent company and its respective subsidiaries, affiliates, directors, officers, employees, contractors and agents. Any provision which by its terms is intended to survive termination of this Agreement, including, but not limited to, the provisions of Sections 1, 3, 4, 5, 6, 7, 8, 9, 10, 11, 13, 14, 15, 16 and 17 shall survive termination or expiration of this Agreement. The headings contained herein are for the convenience of the parties only and shall not be used to interpret or construe any of the terms of this Agreement.
(J) Trademarks/Copyrights. "The Tax Pros", "The Tax Pros Logo", among others, are trade-marks of The Tax Pros and are used under license by The Tax Pros. Any other product names, trade-marks or registered marks, symbols, trade names, company names and/or logos which may appear within the Online Tax Services are the property of their respective owners. The display through the Online Tax Services does not convey or create any license or other rights in these trade-marks, trade names, trade dress and associated products and services. Any use of them without prior written authorization of The Tax Pros is strictly prohibited.
(K) Credit Card Payment. You agree to pay The Tax Pros the fees for using the Online Tax Services by means of your valid credit card and, except as otherwise provided herein, all fees and charges are nonrefundable.
(L) Location of Use. You are responsible for using the Online Tax Services only on computers and telephone or other lines that you have permission to use, and you are responsible for all related charges, if applicable, such as cable, ISP, telephone charges, etc.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION THAT MAY BE ENFORCED BY EITHER PARTY TO THE EXTENT PERMISSIBLE BY LAW.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.