Terms of Use

These Terms of Use (the “Terms of Use”) govern your use of: (a) the website located at TaxFigure.com (the “Website”); (b) the software, hardware, and systems used by us to host and make available the Services (defined below) to you; and (c) all other products or services provided by us, as described on, or provided through, the Website, including TaxFigure AI Tax Research, TaxScan OCR, PrivacyVault, and other products or service offerings, whether or not they are expressly identified in these Terms of Use (collectively, the “TaxFigure Platform”). These Terms of Use form an agreement between TaxFigure LLC (“TaxFigure”, “us”, “we”, “our”) and you. The term “you” refers to the person or entity accessing, visiting, browsing, or otherwise using (“use” or “using” in these Terms of Use will mean any of the foregoing) the TaxFigure Platform.

1. Permitted Use

The TaxFigure Platform is provided solely (the “Permitted Use”) to assist you with research and analysis on tax issues, including federal tax code, caselaw, state and local tax (SALT), and municipal tax matters (the “Services”).

As a condition of your use of the TaxFigure Platform, you represent, covenant, and warrant that:

• (a) you have reached the age of majority in your jurisdiction of residence;
• (b) you possess the legal authority to create a binding legal obligation;
• (c) you will use the TaxFigure Platform in accordance with these Terms of Use;
• (d) all information supplied by you to us or through the TaxFigure Platform is true, accurate, current and complete;
• (e) if you are a tax professional, accountant, or attorney, you will use the TaxFigure Platform in compliance with all applicable professional responsibility rules, including IRS Circular 230 (including Section 10.22 (Due Diligence), Section 10.35 (Competence), Section 10.36 (Procedures to Ensure Compliance), and Section 10.37 (Requirements for Written Advice)), the AICPA Code of Professional Conduct, applicable state board of accountancy or bar rules, applicable state laws governing the use of artificial intelligence (including those of California, Colorado, Illinois, and Utah, as applicable to you), and your engagement and confidentiality obligations to your clients;
• (f) before submitting to the TaxFigure Platform any information that constitutes Tax Return Information (as defined in Section 3), you have obtained all consents required by IRC sections 6713 and 7216 and the regulations thereunder from the relevant taxpayers; and
• (g) you have implemented procedures sufficient to satisfy Circular 230 Section 10.36 with respect to your firm’s use of artificial intelligence tools (including the TaxFigure Platform), including staff training, secure data handling protocols, and verification processes for AI-generated content.

We retain the right, at our sole discretion, to deny you use of the TaxFigure Platform, at any time and for any reason, including your violation of these Terms of Use.

2. Changes to these Terms of Use, the Services and the TaxFigure Platform

Except where prohibited by applicable law and subject to any Subscriber Agreement, we reserve the right to change these Terms of Use, any part of the Services, the TaxFigure Platform or any questions and questionnaires, information, material or content contained on or provided through the TaxFigure Platform (the “Content”) at any time. If we make material changes to these Terms of Use, we will provide notice by posting the updated Terms of Use on the Website and updating the “Effective Date” above, or through other means as required by applicable law. Your continued access to, or use of, the Services or the TaxFigure Platform after any changes to these Terms of Use indicates your acceptance of such changes. It is your responsibility to review these Terms of Use regularly.

3. License Grant to Data You Provide On the TaxFigure Platform

Subject to these Terms of Use and to the extent permitted by applicable law, you grant to us a non-transferable (except to an affiliate or successor in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets), royalty-free, fully paid-up, worldwide and non-sublicensable (except to our Sub-processors solely for the purpose of providing the Services) license to access, collect, store and use any data, information, records and files that you load, transmit to or enter into the TaxFigure Platform or otherwise provide to us, including:

• (a) all results from processing such data, information, records and files; and
• (b) all compilations, and derivative works of such data, information, records and files,

in each case, for the purposes of:

• (i) providing the Services;
• (ii) complying with applicable law;
• (iii) our reasonable audit and data retention policies; or
• (iv) to improve the TaxFigure Platform.

Notwithstanding any other provision of this Section 3, we will not use any data, information, records, or files containing personally identifiable information, taxpayer information, or other confidential information of your clients to train, fine-tune, or develop generally-available artificial intelligence or machine-learning models, except in aggregated and de-identified form that does not identify you or your clients.

Notwithstanding the foregoing, upon your request, we will delete any data, information, records and files that you load, transmit to or enter into the TaxFigure Platform or otherwise provide to us. Deletion requests are subject to any retention required or permitted by applicable law and our reasonable audit, backup and data retention policies. Upon deletion, the license granted in this Section 3 will terminate with respect to the deleted data, except to the extent retention is required by applicable law.

Tax Return Information. To the extent any data, information, records, or files you submit to the TaxFigure Platform constitute “tax return information” within the meaning of Internal Revenue Code section 7216 and Treasury Regulation section 301.7216-1 (“Tax Return Information”), you represent and warrant that, before such submission, you have obtained all consents required by IRC sections 6713 and 7216 and the regulations thereunder from the relevant taxpayers. We will use and disclose Tax Return Information only (i) as necessary to provide the Services to you, (ii) as required by applicable law, court order, or legal process, and (iii) as expressly authorized by you in writing, and we will not sell Tax Return Information or use it for marketing or any other purpose not authorized under IRC section 7216.

For more information on our privacy practices, please see Section 8 of these Terms of Use.

4. User Account

If you are provided with a user account (“User Account”) for use with the TaxFigure Platform, you will keep any username and password login credentials associated with your User Account (“User ID”) secure and will not share your User ID with anyone else. We reserve the right to disable any User Account issued to you at any time in our sole discretion. If we disable access to a User Account issued to you, you may be prevented from accessing the TaxFigure Platform, or your account details.

5. Credits

Any credits, tokens, or other usage units issued or granted to you for use on the TaxFigure Platform (collectively, “Credits”) will expire twelve (12) months after the date of issuance, after which any unused Credits will be forfeited and have no value. Credits have no cash value and are not refundable. Use of Credits is conditioned on the holder maintaining at least one (1) active User Account in good standing; if no active User Account is maintained, your access to any unused Credits will be suspended and such Credits may be forfeited.

Credits are personal to you and the entity that holds your User Account, and are non-transferable and non-saleable. Credits may not be sold, transferred, assigned, or otherwise conveyed to any other person, firm, or entity, whether by operation of law or otherwise, including in connection with any merger, acquisition, change of control, reorganization, or sale of all or substantially all of the assets of the holder. Any purported transfer in violation of this Section will be void, and we may cancel any Credits subject to such purported transfer.

Fees for paid Services are set forth on the order page at sign-up or in the applicable Subscriber Agreement. All fees are stated and payable in U.S. dollars and, except as expressly stated or required by applicable law, are non-refundable. You are responsible for all sales, use, value-added, withholding, or similar taxes (other than taxes on our net income). For subscription Services with automatic renewal, the subscription will renew at the then-current price for successive terms equal to the prior term unless cancelled before the end of the then-current term, and we will provide reasonable advance notice of any material price increase.

6. Term and Termination

These Terms of Use will commence on the day you first accept these Terms of Use and will continue into force until terminated by either party (the “Term”). Either party may terminate these Terms of Use as follows:

• (a) we may terminate these Terms of Use at any time and with immediate effect by giving notice to you, at our discretion, by email (at your current email address on file with us) or through the TaxFigure Platform; or
• (b) you may terminate these Terms of Use at any time and with immediate effect by requesting (by email or through any then-available interfaces on the TaxFigure Platform) that your User Account be deleted, ceasing use of the TaxFigure Platform.

Any provisions of these Terms of Use that by their nature should survive termination will survive, including Section 3 (License Grant to Data You Provide On the TaxFigure Platform), Section 5 (Credits), Section 7 (Ownership), Section 11 (Confidentiality), Section 13 (Tax Advice Disclaimer), Section 14 (Disclaimer and Limitation of Liability), Section 15 (Indemnification), Section 16 (Governing Law and Jurisdiction) and Section 17 (Entire Agreement, Waiver and Severability; Other Provisions).

7. Ownership

The TaxFigure Platform and the Content, including all designs, graphics, pictures, illustrations, software, source code, computer programs, inventions, data, artwork, video, music, sound, names, words, text, titles, phrases, logos and marks displayed on or relating to the TaxFigure Platform, are owned or licensed by us and are protected by copyright, trademark and other intellectual property laws.

We expressly reserve all rights, title and interest in and to the TaxFigure Platform, the Content, and all materials provided by us to you in connection with these Terms of Use that are not specifically granted to you. You acknowledge that all rights, title and interest in and to the TaxFigure Platform, the Content, and all other materials provided by us hereunder, and any update, adaptation, translation, customization or derivative work thereof, and all intellectual property rights therein will remain with us (or our licensors, if applicable), and that the TaxFigure Platform, the Content, and all other materials provided by us hereunder are made available and not “sold” to you.

Notwithstanding the foregoing, as between you and us: (a) you retain all right, title, and interest in and to any data, information, records, or files that you submit to the TaxFigure Platform (“Customer Inputs”), subject to the license granted in Section 3; and (b) subject to your compliance with these Terms of Use and to our reservation of all right, title, and interest in and to the TaxFigure Platform itself (including all underlying models, algorithms, software, and pre-existing or independently developed content), you own the specific outputs generated for you through your use of the Services in response to your Customer Inputs (“Customer Outputs”). Customer Outputs are provided subject to the disclaimers in Section 13.

All contents of the TaxFigure Website are: © 2024-2026 TaxFigure LLC

8. Privacy Notice and Cookie Notice

Please review our current Privacy Notice and Cookie Notice, which contain important information about our practices in collecting, storing, using and disclosing your personal information, and which are hereby incorporated into and form a part of these Terms of Use.

9. No Unlawful or Prohibited Use

You will not, without our prior written permission, use the TaxFigure Platform or the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you will not (and will not attempt to), and will not permit anyone else to (or attempt to):

• (a) “frame”, “mirror”, “deep-link” or otherwise incorporate the TaxFigure Platform or the Content or any part thereof on any website;
• (b) access, monitor or copy any part of the TaxFigure Platform or the Content using any robot, spider, scraper or other automated means;
• (c) violate the restrictions in any robot exclusion headers on the Content or the TaxFigure Platform or bypass or circumvent other measures employed to prevent or limit access to the TaxFigure Platform;
• (d) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on the TaxFigure Platform;
• (e) use the TaxFigure Platform or Content as part of any service for sharing, lending or multi-person use;
• (f) circumvent, disable or defeat any of the security features or components, such as encryption functionality, that protect the TaxFigure Platform;
• (g) copy, reproduce, modify, distribute, transfer, sell, broadcast, perform, transmit, publish, license or circulate in any form any part of the TaxFigure Platform or the Content;
• (h) create derivative works based on the TaxFigure Platform or the Content, in whole or in part, or to decompile, disassemble, reverse assemble, reverse engineer, attempt to discover the source code or underlying components of models, algorithms and systems of the TaxFigure Platform or otherwise exploit any part of the TaxFigure Platform or the Content;
• (i) use the TaxFigure Platform in a manner that violates the rights (including the intellectual property rights) of any third party;
• (j) upload to or transmit through the TaxFigure Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by us in our sole discretion;
• (k) except as expressly permitted and enabled by the TaxFigure Platform, save, download, archive, or otherwise copy any Content (including, any classifying questions or questionnaires available on the TaxFigure Platform);
• (l) subject to applicable law, use output from the TaxFigure Platform or the Content to develop models that compete with TaxFigure;
• (m) use prompts, inputs, or other techniques designed to bypass, manipulate, or circumvent the TaxFigure Platform’s safety features, content controls, or operational restrictions (commonly known as “prompt injection” or “jailbreaking”); or
• (n) attempt to extract, reconstruct, or infer the underlying training data, model weights, model parameters, or system prompts of the TaxFigure Platform through any means, including adversarial queries or model inversion attacks.

10. Third Party Websites

The TaxFigure Platform may provide links to third party websites. We do not endorse the information contained on those websites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked website is not under our control, and if you choose to access any such website, you do so entirely at your own risk.

11. Confidentiality

The parties acknowledge and agree that each party (the “Receiving Party”) has and will have access to certain confidential information (“Confidential Information”) of the other party (the “Disclosing Party”).

“Confidential Information” means all information provided by the Disclosing Party to the Receiving Party hereunder that is:

• (i) proprietary and/or non-public information related to the business activities of the Disclosing Party, its subsidiaries, and its affiliates, including any business plans, strategy, pricing, or financial information;
• (ii) information relating to the Disclosing Party’s methods, processes, code, data, information technology, network designs, passwords, and sign-on codes; and/or
• (iii) any other information that is designated as confidential by the Disclosing Party.

Confidential Information of TaxFigure shall also include the TaxFigure Platform.

Confidential Information does not include information that is or was, at the time of the disclosure:

• (i) generally known or available to the public;
• (ii) received by Receiving Party from a third party;
• (iii) already in Receiving Party’s possession prior to the date of receipt from Disclosing Party; or
• (iv) independently developed by the Receiving Party without reference to Disclosing Party’s Confidential Information,

provided in each case that such information was not obtained by the Receiving Party as a result of any unauthorized or wrongful act or omission, or breach of these Terms of Use, or breach of any legal, ethical or fiduciary obligation owed to the Disclosing Party.

At all times the Receiving Party shall:

• (1) use the same standard of care to protect the Confidential Information as it uses to protect its own confidential information of a similar nature, but not less than a commercially reasonable standard of care;
• (2) not use the Disclosing Party’s Confidential Information other than as permitted under these Terms of Use; and
• (3) not disclose, distribute, or disseminate the Confidential Information to any third party, except as permitted by these Terms of Use.

12. Sub-Processors and Security of Service Data

TaxFigure will utilize third-party service providers (“Sub-processors”) who will have access to or process electronic data, text, messages, communications or other materials submitted to and stored within the TaxFigure Platform by you in connection with your use of the TaxFigure Platform (“Platform Data”) to assist in providing the Services to you.

You hereby confirm and provide general authorization for TaxFigure’s use of the Sub-processors listed within TaxFigure’s Information Security Program, which can be found at www.TaxFigure.com/security.

TaxFigure may use third-party service providers that are utilized by TaxFigure to assist in providing the Services to you, but do not have access to Platform Data.

In the event of a Security Incident affecting Platform Data, we will notify you without undue delay and in accordance with applicable law. To the extent your use of the TaxFigure Platform involves the processing of personal data subject to applicable data protection laws (including the EU General Data Protection Regulation and the California Consumer Privacy Act), the parties will be bound by our then-current data processing addendum, which is hereby incorporated into these Terms of Use by reference and is available at www.TaxFigure.com/dpa or upon request.

13. Tax Advice Disclaimer

YOU ACKNOWLEDGE AND UNDERSTAND THAT THE TaxFigure PLATFORM, THE CONTENT, AND THE SERVICES, AND ALL OTHER PRODUCTS AND SERVICES MADE AVAILABLE TO YOU IN CONNECTION WITH THESE TERMS OF USE ARE DESIGNED AND INTENDED TO BE USED AS INFORMATION AND RESEARCH TOOLS ONLY. ACCORDINGLY, THEY ARE NOT DESIGNED OR INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL TAX ADVICE AND SHOULD NOT BE USED AS A REPLACEMENT OR SUBSTITUTE FOR PROFESSIONAL TAX ADVICE.

THE TaxFigure PLATFORM DOES NOT PROVIDE TAX, LEGAL, OR FINANCIAL ADVICE AND IS NOT INTENDED TO SUBSTITUTE THE KNOWLEDGE, EXPERTISE, SKILL AND JUDGMENT OF A CERTIFIED PUBLIC ACCOUNTANT, ENROLLED AGENT, TAX ATTORNEY, OR OTHER QUALIFIED TAX PROFESSIONAL. NO PROFESSIONAL-CLIENT RELATIONSHIP IS FORMED BETWEEN YOU AND US.

USERS OF THE TaxFigure PLATFORM ARE RESPONSIBLE FOR INDEPENDENTLY VERIFYING ALL INFORMATION AND CITATIONS PROVIDED BY THE PLATFORM BEFORE RELYING ON SUCH INFORMATION IN ANY PROFESSIONAL CAPACITY.

THE TaxFigure PLATFORM USES ARTIFICIAL INTELLIGENCE AND MACHINE-LEARNING MODELS TO GENERATE OUTPUTS, INCLUDING SUMMARIES, ANALYSES, AND CITATIONS. SUCH OUTPUTS ARE PROBABILISTIC AND MAY BE INACCURATE, INCOMPLETE, OUT-OF-DATE, OR FABRICATED, INCLUDING CITATIONS TO STATUTES, REGULATIONS, OR CASES THAT DO NOT EXIST OR DO NOT STAND FOR THE PROPOSITIONS CITED (“HALLUCINATIONS”). YOU MUST INDEPENDENTLY REVIEW, VERIFY, AND VALIDATE ALL OUTPUTS, INCLUDING ALL STATUTORY, REGULATORY, AND CASE CITATIONS, BEFORE RELYING ON OR ACTING ON THEM. YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS, ADVICE, OR FILINGS YOU MAKE BASED ON OUTPUTS FROM THE TaxFigure PLATFORM.

IF YOU ARE SUBJECT TO IRS CIRCULAR 230, YOU ACKNOWLEDGE THAT YOU REMAIN INDEPENDENTLY RESPONSIBLE FOR EXERCISING DUE DILIGENCE (SECTION 10.22), TECHNOLOGICAL AND SUBJECT-MATTER COMPETENCE (SECTION 10.35), AND INDEPENDENT VERIFICATION OF FACTS, AUTHORITIES, AND CITATIONS (SECTION 10.37) BEFORE INCORPORATING ANY OUTPUTS INTO WRITTEN ADVICE, FILINGS, OR REPRESENTATIONS TO THE INTERNAL REVENUE SERVICE. BLIND RELIANCE ON PLATFORM OUTPUTS WITHOUT INDEPENDENT VERIFICATION MAY CONSTITUTE UNREASONABLE RELIANCE UNDER CIRCULAR 230.

14. Disclaimer and Limitation of Liability

THE TaxFigure PLATFORM AND THE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE TaxFigure PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, COMPATIBILITY, TITLE, SECURITY, RELIABILITY, COMPLETENESS, QUIET ENJOYMENT, ACCURACY, RELIABILITY, CURRENCY, TIMELINESS, QUALITY, INTEGRATION, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE TaxFigure PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. UNLESS EXPRESSLY SET FORTH IN A SUBSCRIBER AGREEMENT, WE DO NOT WARRANT ANY SERVICE LEVEL, UPTIME, OR AVAILABILITY OF THE TaxFigure PLATFORM, AND WE MAY SUSPEND OR MODIFY THE TaxFigure PLATFORM AT ANY TIME FOR MAINTENANCE, UPDATES, OR OTHER REASONS.

IN NO EVENT WILL WE BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THESE TERMS OF USE, INCLUDING THE USE OF, OR THE INABILITY TO MAKE USE OF, THE TaxFigure PLATFORM OR THE CONTENT.

WITHOUT LIMITING THE FOREGOING, TO THE EXTENT THAT THE FOREGOING LIMITATION DOES NOT APPLY, IN NO EVENT WILL OUR TOTAL AGGREGATE LIABILITY IN CONNECTION WITH THESE TERMS OF USE, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE TaxFigure PLATFORM OR THE CONTENT EXCEED THE AMOUNTS PAID BY YOU TO TaxFigure IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100), WHICHEVER IS GREATER. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.

The limitation above reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.

15. Indemnification

You will defend, indemnify and hold harmless us and all of our officers, directors, employees, agents and advisors from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including reasonable legal and accounting fees, brought in connection with or as a result of:

• (a) your breach of any provision of these Terms of Use or any documents referenced herein;
• (b) your violation of any law or the rights of a third party (including intellectual property rights); or
• (c) your use of the TaxFigure Platform (including your use of the TaxFigure Platform in connection with any tax or legal activities).

16. Governing Law and Jurisdiction

Subject to the terms of any Subscriber Agreement, these Terms of Use will be governed by the laws of the State of Arizona and the federal laws of the United States of America applicable therein and such laws apply to your access to or use of the TaxFigure Platform or the Content, notwithstanding your domicile, residency or physical location.

You will only use the TaxFigure Platform and the Content in jurisdictions where the TaxFigure Platform and the Content may lawfully be used and, except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Maricopa County, Arizona in all disputes arising out of or relating to the use of the TaxFigure Platform or the Content.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR YOUR USE OF THE TaxFigure PLATFORM. ANY CLAIM OR DISPUTE MUST BE BROUGHT ON AN INDIVIDUAL BASIS ONLY; YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

Any claim arising out of or relating to these Terms of Use must be brought within one (1) year after the cause of action accrues, or such claim will be permanently barred, except to the extent applicable law prohibits a shorter limitation period.

17. Entire Agreement, Waiver and Severability; Other Provisions

These Terms of Use constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the TaxFigure Platform.

The term “including” means “including without limitation”.

A printed version of these Terms of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Our failure to insist upon or enforce strict performance of any provision of these Terms of Use will not be construed as a waiver of any provision or right.

If any of the provisions contained in these Terms of Use are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such provision will be severed from these Terms of Use and all other provisions of these Terms of Use will remain in full force and effect.

Notices. Any notice under these Terms of Use must be in writing and will be deemed effective: (a) when delivered by email to the address on file with the recipient; (b) when delivered by hand; or (c) three (3) business days after deposit with a nationally recognized courier service. Notices to us must be sent to the email address set forth in Section 18.

Assignment. You may not assign or transfer these Terms of Use or any rights or obligations hereunder, whether by operation of law or otherwise, without our prior written consent, and any purported assignment without such consent will be void. We may assign these Terms of Use in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, or to an affiliate.

Force Majeure. Neither party will be liable for any failure or delay in performance (other than payment obligations) due to causes beyond its reasonable control, including acts of God, war, terrorism, civil unrest, pandemics, government action, labor disputes, internet or utility failures, or third-party service outages.

Equitable Relief. You acknowledge that a breach of Section 3 (License Grant to Data You Provide On the TaxFigure Platform), Section 7 (Ownership), Section 9 (No Unlawful or Prohibited Use), or Section 11 (Confidentiality) may cause us irreparable harm for which monetary damages are inadequate, and that we are entitled to seek injunctive or other equitable relief in addition to any other remedies, without the requirement of posting bond.

Publicity. Neither party will use the other party’s name, logo, or trademarks in any external publicity, press release, or marketing materials without the other party’s prior written consent, except that we may identify you as a customer on our customer lists and in our marketing materials in a manner consistent with your brand guidelines.

18. Contact Information

If you have any questions about these Terms of Use, please contact us at:

• TaxFigure LLC
• Email: legal@TaxFigure.com
• Website: www.TaxFigure.com

© 2024-2026 TaxFigure LLC. All rights reserved.