TERMS OF SERVICE

Last Updated: November 20, 2025

ACCEPTANCE OF TERMS

Welcome to Tax Seeds Inc (“Company,” “we,” “us,” or “our”). These Terms govern your access to and use of our tax planning software (the “Service” or “Platform”), whether accessed on web, mobile, or other electronic means.

By clicking “I Accept,” creating an account, or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, you may not use the Service.

These Terms form a legally binding agreement between you (“User,” “you,” “your”) and Tax Seeds Inc.

1. DEFINITIONS

1.1 Definitions

  • Account — The user account created to access the Service
  • Confidential Information — Non-public information disclosed by either party
  • User Data — All data you submit or upload, including tax, financial, and personal information
  • Subscription Period — The period for which access is purchased
  • Documentation — User guides, help documentation, and technical specifications

2. DESCRIPTION OF SERVICE

2.1 Service Provision

The Service offers tax planning tools, calculations, analysis, and recommendations on a subscription SaaS basis.

2.2 Service Modifications

We may modify or discontinue features at any time and will make reasonable efforts to notify you of material negative changes.

2.3 No Tax Advice

The Service provides informational tools only and does not constitute tax, legal, or financial advice. Consult qualified professionals for specific guidance.

3. ELIGIBILITY AND ACCOUNT REGISTRATION

3.1 Eligibility

Users must be at least 18 and capable of forming a binding contract.

3.2 Account Registration

You agree to:

  • Provide accurate and complete information
  • Keep your Account information updated
  • Maintain confidentiality of login credentials
  • Notify us of unauthorized access
  • Take responsibility for all activity under your Account

3.3 Account Security

You are responsible for safeguarding your Account credentials.

3.4 One Account Per User

Accounts are for individual use unless allowed under enterprise plans.

4. LICENSE GRANT AND RESTRICTIONS

4.1 Limited License

A limited, non-exclusive, non-transferable license is granted for personal or internal business tax planning.

4.2 Restrictions

You agree not to:

  • Copy or modify the Service
  • Reverse engineer or attempt to access source code
  • Lease, sell, or sublicense the Service
  • Remove proprietary notices
  • Build competing products
  • Use automated tools without permission
  • Attempt unauthorized access
  • Upload malware
  • Use the Service for illegal or fraudulent activities
  • Violate applicable laws or rights
  • Impersonate others
  • Transmit spam or unsolicited communications

4.3 Reservation of Rights

All rights remain with the Company and its licensors.

5. INTELLECTUAL PROPERTY OWNERSHIP

5.1 Company IP

All software, algorithms, databases, graphics, logos, and documentation are owned by the Company.

5.2 Trademarks

Tax Seeds Inc, TaxZero Club, and related logos are trademarks of the Company.

5.3 User Data Ownership

You retain ownership of your User Data and grant us a license to process it for operating the Service.

5.4 Feedback

Feedback may be used by the Company without compensation or restriction.

6. USER DATA AND PRIVACY

6.1 User Data Responsibility

You confirm that you have rights to your data, that it is legal to provide, and that it contains no harmful code.

6.2 Privacy Policy

Our Privacy Policy governs how personal information is collected, used, and disclosed.

6.3 Data Security

We use reasonable security measures but cannot guarantee absolute protection.

6.4 Data Backup

You are responsible for maintaining your own backup copies.

6.5 Data Retention

User Data is retained while your Account is active or as required by law.

7. FEES AND PAYMENT

7.1 Subscription Fees

Fees apply according to your selected plan.

7.2 Payment Authorization

You authorize charges to your payment method.

7.3 Automatic Renewal

Subscriptions renew automatically unless canceled before the end of the period.

7.4 Fee Changes

Fee changes require 30-day notice.

7.5 Taxes

Fees exclude applicable taxes.

7.6 No Refunds

Fees are non-refundable unless required by law.

7.7 Late Payment

We may suspend access for late payments.

7.8 Disputes

Disputes must be submitted within 30 days of the charge.

8. CANCELLATION AND TERMINATION

8.1 Cancellation by You

You may cancel anytime; access continues through the current billing period.

8.2 Termination by Company

We may terminate immediately if you:

  • Breach these Terms
  • Engage in illegal or harmful activities
  • Provide false information
  • Fail to pay fees
  • Act in ways that harm users or the Service

8.3 Effect of Termination

Access ends immediately, User Data may be deleted, and owed fees remain due.

8.4 Data Export

Export data before termination. We are not required to retain data beyond legal obligations.

9. DISCLAIMERS AND WARRANTIES

9.1 As-Is Basis

The Service is provided “as is” and “as available.”

9.2 Disclaimer of Warranties

We disclaim all warranties, including:

  • Merchantability
  • Fitness for a particular purpose
  • Accuracy or reliability
  • Uninterrupted or error-free service
  • Expected outcomes

9.3 Tax Calculations

We do not guarantee accuracy of calculations or recommendations.

9.4 Professional Advice

The Service does not replace professional tax or legal advice.

9.5 Third-Party Services

We are not responsible for third-party services.

9.6 Regulatory Compliance

We do not guarantee compliance with specific regulatory requirements.

10. LIMITATION OF LIABILITY

10.1 Damages Cap

Liability is limited to fees paid during the 12 months preceding the event.

10.2 Excluded Damages

We are not liable for:

  • Indirect or special damages
  • Lost profits or data
  • Tax penalties or additional liabilities
  • Unauthorized access or data alteration
  • Third-party issues

10.3 Basis of Bargain

The limitations reflect the agreed allocation of risk.

10.4 Jurisdictional Limits

Some limitations may not apply based on jurisdiction.

11. INDEMNIFICATION

You agree to indemnify the Company for claims arising from:

  • Misuse of the Service
  • Violations of Terms
  • Legal violations
  • Your User Data
  • Negligence
  • Tax penalties related to your filings

12. CONFIDENTIALITY

You agree to protect and not disclose Confidential Information except as allowed. Exclusions apply for publicly available or independently developed information.

13. COMPLIANCE WITH LAWS

You agree to comply with:

  • Tax regulations
  • Privacy and data protection laws
  • Export controls
  • AML regulations
  • Consumer protection laws

Tax professionals must maintain appropriate licenses.

14. DISPUTE RESOLUTION

14.1 Informal Resolution

Contact legal@taxzeroclub.com before initiating formal action.

14.2 Binding Arbitration

Disputes are resolved by binding arbitration administered by AAA in New York County.

14.3 Arbitration Terms

  • Single arbitrator
  • New York law applies
  • Decision is final
  • Each party covers its own costs

14.4 Class Action Waiver

Claims must be brought individually.

14.5 Small Claims

Small claims actions may be filed individually if eligible.

14.6 Injunctive Relief

Either party may seek injunctive relief.

14.7 Opt-Out

You may opt out within 30 days by emailing legal@taxzeroclub.com.

15. GOVERNING LAW AND VENUE

Terms follow New York State law. Legal actions must be filed in New York County unless resolved through arbitration.

16. GENERAL PROVISIONS

  • These Terms represent the full agreement
  • We may amend Terms with notice
  • No waiver of rights
  • Invalid provisions will be modified minimally
  • You may not assign rights without consent
  • Force majeure applies
  • Parties act as independent contractors
  • No third-party beneficiaries
  • Notices may be sent electronically

Contact:
Tax Seeds Inc
99 Wall Street
New York, NY 10005
Email: legal@taxzeroclub.com

17. CONTACT INFORMATION

18. ACCEPTANCE

By clicking “I Accept,” creating an account, or using the Service, you agree to these Terms.

Effective Date: Nov 1, 2025

APPENDIX A — ADDITIONAL TERMS FOR TAX PROFESSIONALS

A.1 Professional Responsibility

You are responsible for:

  • Verifying tax calculations
  • Complying with professional standards
  • Maintaining insurance
  • Fulfilling licensing and education requirements
  • Exercising independent judgment

A.2 Client Relationships

You are solely responsible for client agreements, confidentiality, conflicts, and fees.

A.3 Professional License

You represent that you maintain necessary licenses and remain in good standing.

A.4 Malpractice

We are not liable for malpractice or negligence claims arising from your professional services.